Harry Potter and Project Genesis
by Joshua The Evil Guy
Summary: HP/Gen13 Crossover. After defeating Voldemort and graduating Hogwarts, 18-year-old Harry suddenly finds himself with nothing to do. Then an IO agent comes knocking at his door, so to speak. Spoilers for original Gen13 comic series and Gen13 animated movie, Post-Hogwarts.
1. Basic Training

Title: Harry Potter and Project Genesis

Author: Evil Guy

Rating: NC-17 (Due to Language, Violence, Adult Content, Nudity, and Sexual Situations)

Disclaimer: JK Rowling has Harry, and whoever else from the books show up in these plots. Gen13 and all associated characters and events were created by Jim Lee and J. Scott Campbell, and the original comics/events this story covers distributed by Image Comics, though are now owned by DC Comics. I don't own either and I'm not making any money from all this, so don't bother suing me. Also, spoilers for parts from the unreleased Gen13 Animated movie, as well as parts of the original five-issue origin series of the original Gen13 comics.

Summary: HP/Gen13 Crossover. After defeating Voldemort and graduating Hogwarts, 18-year-old Harry suddenly finds himself with nothing to do. Then an IO agent comes knocking at his door with word about something his mothers parents were involved in. Having nothing better to do, and no longer wanting to be an Auror for a corrupt Ministry, Harry goes along, hoping to gain new insights and maybe pick up a few skills.

Note: The Prologue to this can be found in Chapter 71 of my "Evil Guy Fantasies". Not exactly necessary, but you might want to go check that out before getting too far into this.

HP-Gen13: Chapter One _Basic Training_

Harry was flown out that very night to America. Once he landed, he was taken, via no less than a dozen well-dressed combat-experienced men in sunglasses, suits, and ear-pieces, and placed inside a van with no windows. He cast a 'locator' spell on himself once they stopped, and was surprised to note that he had been taken to the middle of one of the many deserts scattered throughout the state of New Mexico in the United States of America. After a rather brief introductory class, he was taken to the 'inner workings' of this training base, which was mostly gun metal machine gray walls and cement floors just about everywhere, even in the bunks.

First day, he was assigned a number, which was printed on the front of the green jumpsuit they'd given him, and then put in a 'Combat Cell' or group with a few others. The others in the group was a tall, lanky blonde who reminded him a bit of Ron, named Bobby Lane, a mousy redhead who acted more like Hermione than any of the other redheads he'd known in his life, named Caitlin Fairchild, a short musclebound jock with brown hair and tattoos that never payed attention in class, named Edmund "Grunge" Chang, a 'punk' girl with a rather unique dye-job of purple hair with hot pink bangs that did her best to not follow the rules at all times, named Roxy Spaulding, and finally his designated partner in the group, a tall Native American young woman named Sarah Rainmaker.

The other four in the cell quickly formed their own little group, much like he had with Ron and Hermione back in Hogwarts. Sarah, from the first moment they met, couldn't stand him, and he had no idea why, so the two of them were just kind of off on their own for the time being. The most work they did that first day was try to remember the layout of the base and where they would have to go from day-to-day. Harry swore, the place was more convoluted than Hogwarts was at its most contrary, when the stairs never moved right and every trick and trap stair, door, wall, and hallway was on 'full'. Unfortunately the convolution came more from all the 'Restricted Areas' they weren't allowed access to rather than the fun stuff Hogwarts used to throw at him.

The second day... after it was over, Harry collapsed in his bunk and didn't wake up until the alarm went off signaling the start of the third day. After that, every day was much of the same, only varying by the specific types of tortures the young candidates were having to undergo.

Exercise was a big part of it, but studying and learning all sorts of things was another bigger part of it. They were also tested, daily, and fully. Harry had heard horror stories about how it used to be for some schools where the students were made to undergo full medical exams, already stripped down to their underwear as they waited their turn. Turns out these people heard those same stories and thought it was a good idea apparently. Bobby learned the first day he needed to switch to Boxers, and they all learned that Sarah didn't normally bother with underwear. At all.

At night, things also happened. Although only Harry was aware of this and that was because on his second full night here he'd erected rudimentary wards inside and outside of his room. Nothing advanced, just some early warning and visitor announcement wards. They all had visitations during the night, he discovered, but unfortunately he couldn't remember any of that because every night he was unconscious, dead to the world. At first he'd passed it off as exhaustion, but as he put up some more complex wards, and even put some in his team's rooms as well, he began to suspect otherwise.

A month passed by like this with nothing really changing. Save for the fact that the team dynamics slowly changed as time passed and the exercises got more intense and the tests more difficult. Caitlin was the first one to extend the proverbial olive branch to him and Sarah during one of their many daily exams in the infinite number of subjects they were studying. Sarah, as he had quickly realized was normal for her, rebuffed the effort and put up the metaphorical equivalent of a stone wall between her and Fairchild.

Harry, on the other hand, never one to ignore a genuine offer of friendship, accepted the help with a warm smile and offered his own in return. Turns out his initial comparison of Caitlin to Hermione had been closer to the truth than he'd first suspected. The girl was an out and out genius! Yet, as he soon discovered later that same day during the physical training portion, she needed as much help as she could get and then some.

And so he offered it, although given his own physical conditioning, he couldn't offer much. When it came right down to it, he and Caitlin were pretty much identical physical specimens, IE too skinny/short for their ages and not very active exercisers. Turns out that was the perfect way he could help, as they were usually neck and neck in every one of the daily exercises, so they could in turn egg each other on and offer support when they saw the other faltering.

Speaking of the physical training, for their group it seemed that Bobby, Grunge and Sarah were all the best, while he and Caitlin were the worst, with Roxy somewhere in the middle between the two extremes. Back to the other end of the spectrum, despite how he felt he was struggling, when the results came in at the start of each day, he was always right behind Caitlin in testing scores. It surprised him as much as the others.

In the middle of their third week, something else changed within the group. Sarah had started to fall behind in the testing scores. Before then, she'd been right behind Harry in the scoreboard results, some days switching with Bobby for third place. That day, she was below Roxy in her scores, which was still far from last, it didn't say much that in the group only Grunge was doing worse than her.

And so, taking a bite of humble pie, when the teams were given time to self-study before being tested on the material, Sarah approached them and just stood there for a good thirty seconds or more. Finally, Bobby snorted and pulled her down into the seat next to him, "Get over yourself, Princess. It's all about the team, or haven't you been paying attention?"

Harry added, "Sarah?" She'd looked at him, and he smiled, "Thanks. Now, about this right here..."

After that, they were a solid and cohesive unit. Caitlin and Harry were determined as the brains, but Harry's decisiveness at times made everybody defer to his decisions most of the time. Sometimes Caitlin, or Kat as they often referred to her in conversation, argued and pointed out flaws in his decisions. Rather than argue back for the sake of arguing, (like there wasn't enough of that in his life with Ron and Hermione), he genuinely listened, or tried to, and made sure that they each understood the others point of view, before finally just going with what he thought was best at the time, which sometimes was Caitlin's idea over his, but more often was just his idea in the first place.

As time passed, this became more and more obvious and entirely without intention on anyone's part, a command structure had been formed within the group. Although it was entirely a toss-up as to who was in charge overall as he and Caitlin seemed to keep switching on that. After another half a month, it was clear from all the displayed scoreboards that their team was the best out of pretty much the whole facility. They were becoming the team to beat, although nobody could really say what, if anything, they were really competing over in the first place. Nevertheless in the classrooms and the training yards, it was becoming quite clear that everything was being geared up as time progressed, that a change was fast approaching.

As Harry sat with his group in the dining hall, he began to suspect that change might be coming sooner than any of them expected. Especially when they were joined by a new face at breakfast.

He was older, about as old as any of his Professors back at Hogwarts, though the scars across his face and hands made him look even older than that. Harry noticed him as soon as he got in line for breakfast. The rest of the recruits seemed to be avoiding him as the table he sat at was completely devoid of occupants.

Looking down at his breakfast, he grimaced. He couldn't be sure of what, but the food lately had an odd aftertaste that he couldn't identify. What he did know was that it left him feeling sick for the rest of the morning and there wasn't much he could do about it. Madam Pomphrey the nursing staff was not.

Caitlin, just three places ahead of him in line, took her tray and from the look of it was off the same opinion as he was regarding the food. Suddenly, she stumbled and would have dropped the tray if the scarred man hadn't moved quickly and caught her, holding the tray until she had it stable.

"Here, let me help you with that," he said as he walked with her back to his table. Harry gestured to the others and they all quickly caught on, following along behind Caitlin and the scarred man.

"Thanks," Caitlin said as she was helped to a seat at the empty table. "Must be a flu bug."

"There you go," he said, going around to sit down beside her. "Caitlin Fairchild, right? My name is Colonel John Lynch. I knew your father, Caitlin. Good man."

"My father?" the redhead's eyes went wide. "How?"

"We served together," the scarred man answered. "He was a brave man. I hear you're quite the scholar. Your father would be quite proud to see you following in his footsteps. It is not easy to get into a program like this one. Only a lucky few make it. Are they treating you well?"

"Oh yes," Caitlin replied enthusiastically. "I'm fine. The classes are a piece of cake and I'm getting the hang of martial arts." She struck a brief pose showing off her biceps like she was a classic strongman.

"I'll say," Roxy grumbled, already digging into her gruel for the day. "Oh, sorry. Didn't mean to interrupt. Please, don't mind me."

"I'm sorry," Caitlin apologized. "These are my friends, Grunge, Roxy, Bobby, Sarah, and Harry."

"You gonna eat that, Fairchild?" Grunge asked pointing, about to make a grab, but was slapped away.

"Don't mind Grunge, he's still being house-trained," Bobby apologized for the shorter musclehead.

"Pleased to meet'cha," Roxy put on her best face, telling all those that knew her she was trying to get something she wanted. "Ya gotta smoke on ya? I'm all out."

"Uh, as a matter of fact, I don't. They kill ya, you know?" Col. Lynch replied with a helpless shrug.

"Yeah, yeah, I've heard it all before," Roxy said with a roll of the eyes.

"And don't mind Roxy," Harry said from the other side of the Colonel as he took the chair opposite Caitlin and across from Sarah. "She's a bit of a rule breaker. I've cut her off until she learns to say please."

The purple and pink haired girl stuck her tongue out at her teammate and blew a raspberry.

"You must be the mysterious Harry Potter," the scarred man looked the youth over. "Cut her off?"

Harry smirked knowingly and flicked his fingers once, a pristine cigarette appearing as though by magic. Which it actually was, as he just conjured the simple role of paper and tobacco from memory. He'd been working on his wandless and remote casting skills a lot recently. Surprisingly, the wandless was actually getting easier, though the results were often much weaker than when he used a wand, it was a useful skill nevertheless. Besides, with Roxy, the conjured cigarettes didn't _have_ to last long at all.

"Gimme!" the girl lunged across the table, but was held back by both Sarah and Grunge.

"What's the magic word?" Harry teased her, already vanishing the conjured material.

"Damnit!" Roxy grumbled and finished her meal in depressed silence.

"Neat trick," Col. Lynch commented.

"Thanks," Harry shrugged, grimacing a bit as he tried to swallow his breakfast, "I practice."

"So, your grandfather was Jake Evans?" the older man asked as he took a sip of his coffee.

"So I've been told," Harry replied honestly, keeping a tight lid on his Occlumency shield, which he'd also been getting a lot of practice in ever since this whole thing started. Knew him too, did you?"

"After a fashion," Col. Lynch admitted freely. "He was my commanding officer at the time, and a real hardass. Loved to remind those of us in the trenches when we started to moan and complain how easy we had it and told us that his two daughters at home could do better."

Half the table laughed, Harry included. He decided to share a bit of his past with the team then, though this perfect stranger just happened to be there, he wanted to see what reaction he would get from this... Colonel.

"Yeah, well I never knew my parents actually. Was raised by my aunt and she loved to remind me just how worthless I could be growing up. I can honestly say that I know more about my father and his family than I do about the Evans, or the now long deceased Commander Jake Evans. Coming here was supposed to show me more about the side of the family I don't know. So far all I've learned is that apparently my mom was a military brat, and my aunt apparently got her cleaning fetish from it. Care to offer any other insights, Colonel Lynch?"

"..." the scarred man was silent, and just as it looked like he was about to speak, Helga, the teams... "nanny" for lack of a better term, showed up to hurry them off to class and inform them breakfast was now over. Although Harry certainly didn't miss the look she shot the Colonel before storming off.

"Well, it was really nice to meet you, Colonel Lynch," Caitlin extended her hand to the surprisingly nice scarred man.

"If you need anything at all, Caitlin," Col. Lynch replied as he gently shook her hand, "please contact" me. And you as well, Harry." The man turned and offered his hand to Harry, who took it after only a moments hesitation.

"Fairchild! Potter! Tardiness will not be tolerated!" Helga shouted from the hallway.

"Sorry, gotta go," Caitlin waved goodbye as she hurried to catch up with the others. Harry paused at the last second, glanced over his shoulder at Lynch, and only then did he move on with the others. Something about that guy... reminded him of Dumbledore.

That night, Harry decided enough was enough. He disabled the cameras and other surveillance devices in his room, and then pulled out his Invisibility Cloak and Disapparated to right outside the door to his room. He then turned around and made sure the door was locked from the outside. That is how they do the magic tricks these days after all, is it not?

Next, he started wandering the halls and worked at getting into all those restricted areas that made the place so convoluted. He only gave himself a few hours, as he knew it would raise alarms if he wasn't in his room when they typically came to 'check' on all the trainees every night. As it was, his second night out, he saw what was probably happening to all of them when he witnessed one of the other teams taken out in their bedclothes in big glass tubes and taken to a red room and hooked up to machines he couldn't even begin to say what. He just about left after that, but one thing stopped him.

Well, maybe two things. For starters, apparently they had already been doing this to him and the rest since day one and he had yet to notice any negative side-effects, and his magic wasn't affected in the slightest. The main reason though was his friends, the rest of the team. He couldn't leave without them and as it was they were just a bunch of in-training kids that had no advantage whatsoever against a base full of armed soldiers, so trying to escape without convincing them, and telling them anything in secret were out of the question. So he kept his mouth shut, but kept up his midnight excursions, trying to find out what was going on with this place.

END (1 OF 5)


	2. Activation

HP-Gen13: Chapter Two _Activation_

They were out on the tarmac, the 'training yard' of sorts, when it happened. All the teams were brought together in a loose circle and then two were chosen at a time and made to fight in the middle of the circle. They'd started doing this kind of thing more and more often, often pitting teams against one another, but now... This was the first time that they'd pitted team members against themselves.

"Rahh!" Fairchild roared as she went at Rainmaker with the padded gladiator staff.

"Hyah!" Rainmaker countered the redhead's lunge with a straightforward and simple maneuver, sending the girl crashing to the ground.

"Again!" the instructor ordered. "Stay on your feet this time, Fairchild!"

Harry frowned. This sort of behavior reminded him a little too much of Snape for his liking. If this went on for much longer, he would intervene, instructors be damned. It didn't matter at the moment though as Caitlin was already getting to her feet and holding her staff at the ready. This time it was Sarah who went on the offensive. Striking high, low, from the side and straight jabs, she made sure to vary her attacks as much as possible while still putting all her strength behind every blow. It was all Kat could do to raise her staff to block each successive attack, steadily being forced back.

Unfortunately she couldn't block every one and she was hit on the head multiple times, and despite them both wearing helmets as part of their training gear, the repeated hits were making the redhead's headache much worse. Finally, the Native American warrior finished it with a combo that disarmed her opponent and knocked her flat on her butt all over again. She stepped back, breathing heavy and wishing she could wipe the sweat from her brown. Quite frankly it amazed her that Fairchild had yet to break more than a mild glow after all this.

"Again!" the instructor barked.

Harry turned and glared at the bare chested blond, two seconds from charging straight at him. Fortunately for his temper, Roxy and Grunge spoke up first.

"Aw c'mon, can't you see she's had enough!" Roxy screamed from her place in the circle.

"Yeah!" Grunge agreed, and it was clear from the muttering he wasn't the only one to agree.

"The world doesn't care to give out breaks or second chances, so get up off your ass Miss Fairchild. If this were real, you'd be dead. _Again_!" he yelled.

Where before there had been catcalls and words of shouted encouragement for one or the other, now there was an uncomfortable silence, and nothing to cover up the swish of Sarah's staff, or the sound of its impacts on Caitlin's body, or the screams of pain that followed said impacts. After a minute of this, Kat seemed to reach a breaking point and during a very brief lull in her beating, she strengthened her grip on her staff, let out a savage war cry and charged the sweaty and tired Native American woman, and in three moves disoriented, disabled and knocked the girl back. In fact, from the near-center of the circle, Kat knocked Rainmaker so far back that she collided with one of the other waiting students, and then skidded another ten feet past where he'd been knocked over as well. Immediately after, however, she started holding her head and moaning in pain. Tearing her helmet off, she grabbed her head and fell to her knees, clearly in real pain. Roxy ran to help her.

"That's more like it," the blond guy smirked and then turned and walked away. It was only after he'd left that Harry realized whoever that had been was _not_ their usual instructor! Harry tried to follow where the bastard went, but his attention was drawn elsewhere before he could.

"Next pair!" their usual instructor, Helga, had shown back up and was giving the instructions once again. "Potter and Lane! Grab your gear and get started! Fairchild, Rainmaker, hit the showers!"

Harry stepped out from the circle, his face etched in a mask of equal parts rage and control. Bobby seemed to feel the same by the look on his own face, but Harry felt it was as much a mask as his own expression was. What they really wanted to do was go after that blond bastard and fight _him_! Until that happened though, they both knew they had to maintain appearances, so he subtly signaled his teammate.

Two bouts, one win each? He 'asked' him.

Bobby just as subtly shook his head.

Harry frowned and tilted his head, basically saying, I'm not losing just so you'll look good.

Bobby just smirked and shrugged before signaling for three bouts, one win each, third a tie.

Harry sighed and spun his padded staff once before giving a single nod of his head. Bobby smiled.

Meanwhile, as Harry and Bobby were kicking each other butts, and trying not to get caught fixing their fight, the girls were in the showers. For once they seemed to have it to themselves, although that could be due to the fact that they'd been sent in half an hour early, Roxy sneaking out right behind them. It wasn't the first time they'd showered together, but by the same token it was the first time it was just the three of them. Usually there were all the girls from the other teams in here as well and aside from idle gossip and random chitchat, people, Caitlin especially, were in and out as soon as humanly possible. For young women that is.

Caitlin was the first in the shower, and was taking the time to enjoy the rare opportunity for solitude, turning the hot on as much as she could bear it and letting steam fill the room as she luxuriated in the jet streams cascade down her sore and aching body. After all, she normally was in and out as quickly as she could go, keeping her robe and towel on hand so she could cover up fast. With her teammates, she trusted them, even Rainmaker, too much to care if they saw her naked. And so she was taking her time and enjoying the hot water and letting it wash her aches and pains away.

"Hey," Roxy called as she walked in and casually dropped her towel on the bench outside the open shower area before walking over to the shower head next over.

"Hey," she returned. "How'd you do?"

"It's cool. I won. But Grunge, or Jackie Chan, is getting his ass kicked. But you," she switched her accent to make fun of their instructor 'Helga', "you were an animal out there today."

"I, uh, I guess I got kind of mad," she admitted shyly, turning her body to the wall, shoulder's hunched.

"Hah! Well that's for sure!" Roxy agreed. "How's your head?"

"Fine now, the headache went away pretty fast," she answered, lathering soap to actually get clean.

"So I made you mad, huh?" another voice echoed from the entrance.

Both girls turned to see who it was, but only Caitlin blushed and partly turned away. True, she could hardly see any detail without her glasses, but she just couldn't get over Sarah's... attitude towards nudity. It wasn't the first instance she'd noticed her teammate coming to the showers sans robe _or_ towel, but when it was just them, somehow it made it seem so much more... intimate.

"Yeah, guess you did, better watch yourself from now on Rainmaker," Roxy chided, lighting up the cigarette she'd brought in with her.

"What are you doing?" Caitlin exclaimed at Roxy's lighting up.

"Duh, I'm having a smoke," she shrugged in reply. "Its the only place they didn't stick a smoke detector."

"Hm, I guess I will," Sarah remarked to Roxy's comment, walking to the shower head on the other side of the petite redhead from the smoking dye-job. As she passed, she couldn't stop herself from looking. Not that she would ever actually do anything, they were her teammates and friends after all, but she couldn't deny her nature and it was still OK to look so long as nobody was hurt by it, right?

Roxy was the youngest of their squad, though thankfully not the youngest member of Project Genesis, but she was still just seventeen, eighteen in just a couple of months according to her. She certainly showed it with her youthful appearance, and aside from the dye-job and a small tattoo on her hip, she had nearly flawless skin. A bit more tan in certain areas since they had first started, and the exercise was doing her wonders for her ass and stomach to say nothing of her arms and legs. She was a healthy B-Cup in the breast department, her nipples brown and circular with pencil-eraser nips. Overall, she'd rate her in at a solid six, a seven and a half if she got rid of the dye-job and filthy smoking habit.

Caitlin, on the other hand, well, she looked anyway, but she'd looked before and still didn't see anything worth stopping over. She was the very definition of petite honestly speaking. She was only a couple inches taller than Grunge as far as height, and the rest of her was little more than bones and the minimum amount of muscles needed to move her body. She was the kind of A-Cup commonly referred to as 'washboard' and her nipples were pale coral pink, almost invisible if you aren't looking for them. She has no ass, her feminine curve figure came mostly from the fact that her stomach was as skinny as the rest of her. If she didn't know better, and she did, she'd almost worry that the nice girl was anorexic or something. As it was, she was just a Plain Jane average girl, nothing special, but nothing ugly about her either. Which on Sarah's scale put her down as a three. Girls didn't get above a five with her unless they were at least somewhat attractive, and even most Supermodels and TV and Movie actresses ranked an eight or a nine with her. Sarah had only met a handful of tens in her life and perhaps only two elevens.

Take herself for instance. She was 5'11", with gravity-defying C-Cup breasts, was in peak physical conditioning, took excellent care of her native brown skin and was only twenty years old. She was also a lesbian, and had been around the block a time or two, so she knew she was hot, she knew exactly what made her hot and exactly how to make herself even more attractive in order to attract potential bed partners. But she wasn't arrogant about it. On an average day, or a particularly bad day like today, she knew she was no better than an eight, and there had been days she was actually a five. Being a ten was more a state of mind than the actual condition of her body, showing confidence in yourself and your body and displaying it for the world to see and appreciate.

She turned her attention back to her shower and turning the hot all the way up with no cold at all. It stung at first, but she ignored it and instead let her... 'gift' keep the water from actually hurting her. Rubbing her hands down from her crown, to her neck, across her chest (pausing to rub and squeeze her breasts), down her toned abs, around her hips, grabbing her own ass before running down her taut thighs along the outside before making their way up the inside and slowly all the way back up to her neck, Sarah smiled to herself. Yeah, she was hot. Ow! And sore, she thought as she felt the bruises and contusions forming all over her body, especially right in her center where she'd taken that hit that sent her flying. Caitlin wasn't the only one sore from the days workout. Especially given that last hit, Sarah needed the soak time as much as the pale, petite redhead. Curious, Sarah shot another look at Fairchild out of the corner of her eye. Then she blinked and did a double take while the girls distracted themselves with gossip about their mystery instructor. She couldn't be seeing right, the steam must be hiding it or something, but...

No, there was no mistake about it. She remembered every blow she landed on Fairchild in their spar, exactly where she hit and how much strength she'd put behind each and every one of them. She expected Kat to be black and blue all over by now, especially with the heat letting her muscles relax, the bruising and injuries she'd suffered should be showing up before their eyes.

There was not a bruise on Caitlin Fairchild's entire body.

No bruising whatsoever, not even red marks to indicate where some might form! Sarah didn't know how she'd done it, but somehow the small girl had either avoided injury in a situation where injury was unavoidable, or she'd already healed from the injuries inflicted. Considering that Sarah was even now feeling the aches from that one hit she'd taken, she wondered.

After showering, everybody continued with their daily routine of studying and testing and not necessarily in that order, before finally being allowed to eat dinner and then it was rack time. IE, they were locked in their rooms and left alone for the rest of the night.

All except for Harry that is. He'd been exploring the compound one level at a time, finding the Restricted Sections and getting past them with disturbing ease. He knew before hand that none of these people knew about magic, but after all the trouble he had growing up and getting into 'restricted' places over the years, he'd come to expect a similar amount of trouble here. Instead all it took was his Invisibility Cloak, silencing charms and a Notice-Me-Not charm and he may as well have had full access. For locked doors, where Alohomora didn't work, he just Disapparated to the other side of the door with lots of silencing charms in place.

What he'd discovered so far was... disturbing at best, and criminal on average. Muggle or magical, what these people were doing, not just to those on Project Genesis, but just in general to _all_ the test subjects they had in this place for all sorts of reasons, criminal was criminal, whether the letter of the law dictated it or not.

Starting with the least worst, aside from mass-kidnapping them all, there were other... "hostages" being held throughout the complex. The "Children's Wing" of this place wasn't exactly where the nursery for single parents working here stayed, but rather decorated prison cells where children under age eleven were kept and experimented upon. The experiments, as far as he could tell, were varied from just studying them the same way a child psychologist would (minus the parental supervision), to inhumane mutilations and torture. That was the _least_ worst of what went on here.

As a comparison, the worst of the worst that he'd discovered, so far, could be found in the lowest levels of the base. The base was built inside of a mesa plateau in the Nevada desert, so it already was rather extensive, containing well over fifty levels above ground. Below ground, however, the base descended much further totaling in over two hundred levels, albeit honeycombed throughout the area rather than standard symmetrical like some kind of sunk skyscraper. In those below ground lowest levels he'd found, for lack of a better term, dungeons. Dungeons in the literal sense of the word, where prisoners were held, tortured, and killed on the say so of the keepers of the 'castle', in this case the same people that were responsible for Project Genesis and training everyone here. The last time he was down there, he discovered forty dead bodies amongst the hundreds of prisoners being held there. Each and every one of them look like they'd been there for a while to with no sign to indicate they'd even been found by anyone before him.

Take into account the two extremes, then compare them and everything in between was covered. Harry didn't need to use his imagination, he'd seen it with his own eyes. As bad as the Death Eaters, as bad as Voldemort ever was, none of it could touch on how much he'd had to grow since joining this Project. Whether he'd been sheltered, or just hadn't been there to see the worst of the atrocities, or maybe he'd cut the head off the snake before it could get as imaginative as these people had become, he couldn't begin to say. What he could say was that these people needed to be stopped. And if no one else would or could, then he would.

First step, which he was undertaking tonight after seeing Caitlin's little tantrum during PT that day, was gathering information. If nothing else, something he'd learned during his years by Hermione's side was that the more information you have, the more you can do and the better off you'll be in the end. Even random, seemingly useless facts can turn into gold nuggets of intel at the right moment. And so he was coming back to the Command Center, the first Restricted Area he'd visited when he had started these midnight strolls months ago, and where he'd learned all they knew about the Evans side of his family. He'd since deleted key pieces of information from their database, only a little at a time, filling it with random, useless bits of fiction when he found the time, and leaving the rest of it blank.

The benefits of their training was that every single student of Project Genesis was now a fully certified computer programmer and – technically speaking – world class hacker of moderate to good skill. Harry wasn't quite as good as Fairchild in that regard, but that was like saying Shaquille O'Neill wasn't as good as Michael Jordan at Basketball. Fairchild was an artist and given the broad range of subjects she was versed in, possibly smarter than Hermione, where Hermione's focus of study was in magic, Caitlin's was in everything else academic, and she could get a computer to do practically anything with just a few keystrokes. Harry was more of a brute force sort hacker, but very very _very_ good at covering his tracks after he was done. So while they would know they'd been hacked if they went looking for it, they could never find out who or what was done.

He'd even managed to go back and make the same changes to the backup files, off site included thanks to a 'scheduled backup' that uploaded a Trojan, which made the changes with no one noticing a thing. Considering it was a program that he'd written up on the fly even as he was uploading it to the backup servers, the anti-virus software couldn't recognize it to catch it.

Tonight though, he was making a different sort of backup. The kind that gets unencrypted and put on a disk that eventually makes its way into the hands of the press and authority figures willing and able to shut a place like this down before the press could even warm up their printers.

He quickly accessed his backdoor into the system and did a quick security check to make sure nobody had caught onto him yet. He also set the cameras in the entire section to a ten second loop, focusing on nothing, and if any movement was detected, then those cameras would show a single freeze-frame filled with static. It didn't matter that much, since he was wearing his invisibility cloak, but the glitch with the cameras would buy him some time and a bit of warning as the troops would be sent to investigate the cameras first and the control room here after. Once that was taken care of, he quickly loaded unencrypted disks and ran a program that would make sure everything he was putting onto them would be freely accessible and also wouldn't alert these people when someone was viewing the information on a connected terminal.

The computer classes here were _very_ thorough.

While the program was running and the disks were filling, Harry took another quick look through the system and came across another familiar name; Fairchild.

Before he could take a closer look though, there was a noise from the hall just outside the open door. Wait... damnit, he knew he'd forgotten something! Checking the backup progress, he frowned when he saw that it was only at eighty-seven percent!

Getting up from the chair, he minimized the backup and then stepped away from the computer as quietly as he could, going to stand in the back corner that gave the most coverage of the room. Luckily, maybe, it turned out he didn't have to worry about being found out too soon, as the person that had just found and walked in the open door was Caitlin!

"Uh oh," she said as she stepped inside, looking rather sick. "This is definitely not the infirmary. Wow! They've got one of the new Stark supercomputers! I've read about'em but never got to see one up close. Till now of course."

'_Stark?_' Harry thought, rather surprised. '_They must have changed the software then, because it was _way _too easy to get into them for Stark Tech!_'

Caitlin approached the same terminal that Harry had been at, saying to herself as she sat down, "The system's still online." She typed in a few key commands and stopped as the results scrolled across the screen. "Fairchild? Al...Alex Fairchild? That... that was my father's name." She became so engrossed in what she was reading that she never noticed the air duct hatch right above her drop open. Not until Grunge popped out, upside down, and said, "Hey Fairchild! Whatcha doin?"

"YEEAAGH!" Caitlin screamed as she fell back out of the chair, her elbow accidentally hitting the alarm button on her way to the floor. Nobody noticed it, not even Harry, too focused on the screaming girl on the floor to acknowledge it.

"Shhh!" Grunge hissed in a whisper. "No! Don't scream! It's... it's just me, Grunge!"

Quickly, their teammate dropped down to the floor and helped her back to her feet. Roxy poked her head out, a lit cigarette between her lips.

"Oh man! I'm really sorry, Fairchild," Grunge apologized. "I didn't mean to scare ya. I was just glad it was you and not one of the guards!"

"Wha... what are you doing here?" Caitlin demanded of both of them.

"Cool. It's you, Kat," Roxy said as she levered herself out of the crawlspace. "Grunge and I come here once in a while to get some privacy. It's a Restricted Area and all, but the rest of this joint is loaded with surveillance cameras. Wait a second, how'd _you_ get in here?"

Well, that certainly answered the question if he was the only one sneaking out at night. Apparently though, he was the only one that had gotten as far in uncovering this place's secrets. He would guess Roxy's reason for sneaking out would be to smoke, while he couldn't begin to say what reason Grunge might have.

"Cameras?" Caitlin repeated. "You mean they've been watching—?"

"All of you freeze!" the guard ordered as he came up behind the redhead and grabbed her by the shoulder, spinning her around, his weapon already drawn. Harry silently cursed himself for not paying closer attention, but resolved it by drawing his wand now and keeping it trained on the threat.

"Central!" the guard spoke into his radio, "This is Gates down in CompCore One. I've got at least three unauthorized intruders." There was a moment of static and then they all clearly heard the response over the radio. "Roger. Gates detain them until back-up arrives."

Caitlin stepped out of his grip and then approached him, a familiar expression of worry on her face. Harry had seen it before on Hermione's face every time they did something that could have gotten them in trouble and potentially detention or expulsion. It was kinda freaky how similar the two were really.

"Wait!" she begged, latching onto his free arm, "You've got it all wrong. I was just looking for the infirma—HUUUUNGH!"

"I told you to stay still, girl!" the guard snapped as he physically flung Caitlin off of him, sending her flying back until she hit the wall, hard. He then pulled his weapon and put it flush against her head as he continued interrogating her, "What are you doing here?! Why were you accessing the computer system?"

"Hey! Back off, security-dude!" Grunge tried to step in between them. "This ain't no seven eleven, you know? We're the talented youths of the Gen 13 Proj—!"

"Shut up!" the guard punched the shorter boy with his free hand, knocking him to the ground.

"You stormtrooper creep! You hurt him!" Roxy cried, rushing to pick Grunge off the ground.

"I'm gonna do a whole lot worse if I don't get some damn answers, honey! And soon, or else!" he snarled back at her.

"Please, if you'd just listen for a second—!" Caitlin tried to reason with him again. "_UUUNGH_!"

"I told you not to move!" he yelled, backhanding her with his rifle this time. "For a bunch of whiz kids, you're being real stupid!"

Harry had seen about enough. He was ready to drop the armored thug with a stun spell, when three things happened simultaneously and gave him pause. Number one, the disks ejected from the computer terminal, indicating that the backup had completed successfully. It drew the guard's attention away from Caitlin briefly, and raised the tension in the room another few notches by order of magnitude. Number two, the wards he'd placed around his room had just been tripped, which meant they now knew he wasn't there and he couldn't go back any time soon without significant risk. And number three, that which actually stayed his hand for the moment, Caitlin began to... change.

"AAARGH!" she screamed. "I was just... looking for... the Infirmary. The pain! It's... back! But now... my whole body... feels like... it's on _fire_! What's happening... to me?!"

"Play it smart, girl," the guard snarled again. "Just stay down!" The disks ejected. "Huh? What was that? You are trying to—whu?"

"You... shouldn't have hit me! That was a _big mistake,_ buster! And the last one you're going to make!" Caitlin snarled right back as the change began in earnest and to Harry's eyes she was covered in sparks of raw power, erupting from her every pour with an audible sound of electricity. She then stood up and punched him.

There was a sound of something very hard and sturdy snapping like a twig, and whether it was his faceplate or his neck was overshadowed by the fact that he went flying and slammed into the far wall and impacted so heavily against it that the metal warped around him, leaving him stuck there.

"_AARRGH_!" Caitlin screamed, grabbing her head suddenly. "The pain... it just keeps... getting... _worse_! AAARRRGGHH!"

Caitlin then underwent a most startling transformation. She grew a foot in height, her muscle mass went from nonexistent to professional athlete, and the curves that apparently passed her by in early puberty appeared with a lethal vengeance, all within the span of a few seconds. Of course the immediate consequence of this, other than how painful it was based on her screams, was that her nightshirt and underclothes were ripped off her body in an almost explosive fashion.

After it was over, or at least she had stopped screaming and was breathing somewhat normally again, Roxy dared to ask, "Oh geez! Are... are you all right, Caitlin?"

Openly staring, Grunge couldn't help commenting, "Whoa! Outta sight! She looks pretty good to me."

"Wha... what's going on here?" Caitlin gasped, looking down at her nearly-naked body. "What's happening to me?!"

END (2 of 5)


	3. Escape

HP-Gen13: Chapter Three _Escape_

Harry couldn't be sure what exactly was happening, but given his experiences when things like this started happening it was usually time to run and figure it all out later rather than stand there and mull it over. Which, unfortunately, seemed to be what his teammates were inclined to do at the moment. And he knew that first guard would not be the last.

So, still under the Invisibility cloak, he raced over and collected the ejected disks and also ran the programs he'd had on standby for when he would need to make a quick escape. Then he hurried out the door, and only once he was out of sight did he take off his cloak and pocket it alongside the disks in his mokeskin pouch, and then turn right around and "rush" back in like he'd come at the sound of the commotion and hadn't already been in there.

"Guys!" he called as he entered through the open door. "What is going on here? Whoa!"

Harry came to a full stop and couldn't help staring. He hadn't bothered paying that much attention as it was happening, more focused on retrieving the disks and the threat of more guards coming, but now that it, er _she_ was right in front of him, he couldn't help _but_ notice! She was taller than him now at six foot four, her red hair falling just below her shoulder instead of part way down her back as before, and her body was... wow! Her bare feet were on their own practically perfect, smooth skin over tight muscles and bones, no bulging veins or scars or anything. Her calves were perfectly smooth and likewise tight muscles coiled as though she were wearing heels already, despite being barefoot. Her thighs were solid, thick and pure heaven to look at, especially as the only still intact clothing she was wearing were her frayed pure white bikini-panties, which given the adjustment her hips and waist had just gone through, now looked like they were french-cut as opposed to their original design. Her belly was flat and strong and while not quite a 'six-pack', one could tell from how smoothly her skin flexed over her tight muscles that there was a lot of strength there already. Her breasts, which Harry (and Grunge) had a very hard time pulling their eyes away from, had jumped like three cup sizes, having been adequate-for-her-petite-frame and barely-a-handful A Cups, to full-and-majestic-bouncing-beauties that looked huge on her no-longer-petite-frame D Cups! In effort to tear his eyes away, he briefly examined her arms and noticed that just like her legs, he could now see her muscles coiling over muscles just beneath now flawlessly smooth skin. What was more interesting was that even as he watched, Caitlin's naturally pale skin (from staying indoors most of her life) had begun to darken with an equally natural looking tan. Not changing anything drastically, just making it look like all that time she'd spent indoors had instead been spent outside doing exercise!

"Sorry! Sorry! Didn't mean to, uh... just, sorry!" Harry blurted out, spinning around, covering his eyes.

"Ahh! Harry!" Caitlin screamed, trying to cover up, not that the rags her nightgown used to be could cover much of anything at the moment.

"Geez, bunch of perverts," Roxy sighed and rolled her eyes. "Give her your shirt, dumb ass!"

Having been slapped upside the head, Grunge had no choice but to remove his flannel shirt, which he'd actually been wearing as a belt around his waist, and handed it over to the voluptuous redhead. Caitlin quickly took the offered garment and put it on, but only managed to button half the buttons, leaving her with a deep valley of cleavage and everything below to show for the world to see.

"Thanks," she said to Grunge. "It's a little tight, but..."

"Kat, we really do not have time to play fashionista!" Harry yelled from the door, still with his back to them. "We either have to get back to our dorms, or get the heck out of here! We'd probably be kicked out just for being _near_ this place, but if they think we're actually trying to steal or sabotage anything, they can put us in prison, no questions asked, no lawyers, all rights waived under threat of treason! Let's go already!"

"All right, all right, we're going," Grunge grumbled as they all left the command center.

"What are you doing out here anyway, Harry?" Caitlin asked.

"... Stealing and sabotaging stuff," he answered with a shrug. He considered lying to them for all of two seconds before realizing that it would be like lying to Ron or Hermione. He just couldn't see the point.

"Whoa, dude," Grunge drawled, looking at him with new found respect

"Clear, let's go," Harry said before stepping out into the hallway, the others following behind him.

They made it probably a third of the way back to their dorms when all hell broke loose, so to speak. A loud klaxon started blaring and the light in the hall all turned an ugly red color while the 'emergency lighting' started to strobe. Harry cursed under his breath, knowing that they'd just lost any chance of explaining this away and pretending like nothing had happened. He fingered _his_ wand, keeping it out of sight and up his sleeve still, but knowing that he was about to step in it big time, so to speak. If his friends caught him using magic, then if any of the magical world's governments found out, they'd be obliviated and he'd be imprisoned. But then again, considering the transformation they'd just witnessed Caitlin undergo, he might be able to foist it off as some kind of weird genetic power like hers. Either way, he wasn't exactly looking forward to it.

"Run!" he screamed at them before anybody (Grunge) could make any stupid comments.

They ran. Grunge and Roxy were always faster than him, and Caitlin with her new physical upgrade seemingly could outrun them all with ease. Harry began to fall behind, and getting a monster headache not-quite-but-close-to-being-on-par-with-Voldemort -level-headaches certainly wasn't helping any! Several times, Caitlin actually stopped and looked back, but each time he had to yell at her, "Don't stop! Keep running!"

Finally, the last time, he just shouted at all of them, "Stop waiting for me! I'll keep up! Keep going!"

They ran ahead, and they kept getting further away. He pushed his body as hard as he could, calling upon every reserve of physical strength that he had, and even willing/wishing for some of his magic to aid. It wasn't enough, they kept pulling away, and his body was about to collapse as it was. He felt hot all over, it was suddenly hard to breathe, and the headache _was not helping_! He pushed at it the same way he used to push Voldemort from his mind. The way he'd pushed Bliss from his thoughts when they'd first met. He pushed it away with his magic and occlumency and sheer will power. And then...

And then it just – stopped.

His headache was not the only thing to stop either. The lights, the noise, even his friends ahead of him in the corridor. They were frozen like somebody had hit the place with a freezing spell. The cold that rushed in over the warmth he'd been feeling for the past few minutes helped make the metaphor a bit more accurate than intended, but he wasn't going to complain. Not when he was too freaked out about everything being frozen around him!

Focusing all his will on just moving a little bit, he found that he could! It was like walking through water, no, like paste, no, like solid _earth_! But he could move!

Slowly at first, and then more, and then faster, he began to move his body, still running after his friends! As he ran, the noise from the alarms finally reached his ears, but it was weird, distorted, kind of slow and dopplered to make it even weirder! The lights were working now too, but they weren't strobing as before. More like they flashed on after a couple seconds to warm up, stayed on for just under twice the time it took to warm up, and then stayed off for half the time again. With every millimeter of space he moved through, it slowly became easier to move, but the analogy of moving through solid earth remained the same, it was just that either he was getting stronger, or his motions were mixing the 'solid earth' up some and making it less 'solid', making it more like sand.

Focused as he was on just moving his arms and legs and pushing against the deck plating to keep running, he didn't notice as he caught up with first Roxy, and then Grunge, and ultimately Caitlin. If he had, he would have noticed that they too were moving, but in an exaggerated only-in-Hollywood-Special-Effects super slow motion way. So while he was 'moving through sand', they were moving through wet cement by comparison, not that they noticed any kind of strain beyond running as fast as they could.

Sooner than he'd expected, given the way he'd been straining himself, he found himself facing a bulkhead. He took a quick look around, recognized where he was, and made to turn left, fully intending on getting his things from his dorm before leaving this place for good. He didn't see the others anymore, and naturally assumed, given how out of shape he must be, that they'd followed his advice and gone on ahead and were on their way to the exit. Once he had his things, he'd disapparate out of the place and then come back for them. His thoughts felt like they were going a million miles a second, already making plans on claiming that any spells he'd have to cast as a 'experimental energy weapon' he'd stolen from this place, and instead claim his Apparating abilities as his super power. Of course, he didn't realize that he'd in fact passed his friends in the hall several 'minutes' (AN: actually seconds) ago.

The moment he started to make the turn, it was back to the solid earth sensation, and he could even feel a bit of a pull of momentum dragging on him to continue in the same direction. He fought it, breathing deep and not allowing himself to take short and shallow gasps like he desperately felt the need for. If nothing else, the training of this place had certainly taught him the value of _proper_ physical conditioning!

It felt like it took him another ten minutes to finally reach his room, and allowed himself to finally come to a stop right outside the door. The moment he had, he took in a deep filling breath and let it out as steadily as he could, willing his heart to slow down from the sprinter pace he'd been forcing it into the past few 'minutes'. The moment after that, the doppler sound of the klaxons reverted back to their normal horrid screech, while the lighting sped up to that awful strobe effect instead of the slower, almost hypnotic one. Shaking it off as stress, Harry disapparated directly to the other side of his door and quickly used his _other_ wand to gather all his things into his trunk and then shrink and summon said trunk to his hand. A quick _Portus_ spell and a toss and the trunk vanished without him. He nodded, satisfied that at least his possessions would be safe. Now to get...

A hissing noise – that was not a snake – filled his room and he saw the gas pouring in. Realizing what was happening, he disapparated from his room to wherever his friends were at that moment, and appeared directly in their path as a bunch of Keepers came charging at them from the other end. "Wuh-oh!" he gulped and turned to keep running, ironically now at the head of the pack.

"Whoa! Dude!" Grunge called out. "Where you been, man?"

"Never mind that!" he screamed, doing his best to control his breathing even as he did so. "Where they heck did these guys come from?!"

"They showed up right after you took off!" Roxy shouted back. "We didn't see which way you turned at the intersection, and we all kinda wanted to get outta here, so we went right! Guess you went left? Anyway, that's when the Keeper-bozos showed up!"

Harry stopped himself, mentally speaking, before saying anything else. Finally, after what was really only a couple seconds, he asked slowly, "What do you mean, I 'took off'?"

"I mean you sped by us like you were late for the Indy 500 and were trying to go for the cup!" she gasped back at him, sweat was dripping from all their brows at this point, even Caitlin's.

"But, I thought, that you, but, wait, what?!" he stammered, trying to wrap his mind around the concept.

"Harry, you ran past all of us and then disappeared down a corner," Caitlin answered easily, despite being forced to maintain an Olympic level running pace. "You outran _me_! We couldn't even see you by the time you made the corner. Where did you go?"

"To the dorms, I thought..." he started to say, and then stopped and looked down at himself. He _was_ keeping pace with Caitlin! What's more, he wasn't feeling that heavy strain he'd been feeling before. He felt something, but it was more like a wet breeze, he wouldn't even notice it unless he was paying attention. OK, so maybe he _did_ have some kind of super power like Caitlin's!

He felt a familiar tickle in the back of his mind and kicked it out from reflex. Looking back, he saw Bliss, Nicole Callahan, amidst the Keepers, shouting orders and threats like, "If they get away, I'll be hanging your heads on my wall!"

"Oh great," he muttered, quickly turning his focus back to running faster.

"Who's that?" Caitlin asked. "She seems to really want to catch us!"

"Never mind that for right now, we need to get out of the main hallways," Harry snapped. "They can box us in, lock down. Kat, just how strong are you right now?"

"I'm getting stronger every minute, feels like," she replied.

"How about enough to make a hole," he pointed to a ventilation port just ahead.

"Let's find out," she put on a burst of speed and reached it before the others. After getting a secure enough grip, she tore apart the grating and even the surrounding metal wall like it was only so much paper. Deciding to deal with the surprise and amazement for later, the four teens jumped into the exposed service tunnels and made for where the air seemed to be escaping to. It was as good a direction as any by this point.

Since they didn't immediately see or hear the Keepers flooding the service tunnels to get at them, they thought, for a time, that they might be free and clear to make for the exit, until they got to the end of the line that is. Specifically the end of the drainage tunnel they'd come across, which ended some hundred meters or more above the desert floor. There was no way down, climbing or otherwise, beside falling, and while Caitlin possibly could have survived, there was no way the others would.

"Oops," Roxy commented, looking out over the edge, her nightshirt flapping in the breeze of the open desert air, giving brief glances of her red underwear.

"Bummer," Grunge grumbled. "Looks like the end of this line. Anybody here have flight powers?"

"If you're willing to test yours right now, Grunge, go ahead. I'll wait," Roxy said.

Of course the Keepers would choose that moment to finally catch up to them, a loud bang announcing their arrival in the tunnels followed by the sounds of their clambering to capture the teens as soon as possible. Harry couldn't help noticing Bliss was still at the lead, pointing and shaking her fist at them.

"Don't s'pose we could ask'em for a rope ladder?" Grunge shrugged.

Seeing their prey cornered, the Keepers at the front slowed to a steady march, their weapons drawn and a bead kept mostly on Caitlin but the rest of them just as much. Harry stepped forward, hand extended, ready to throw up every protection spell in his considerable repertoire if they actually opened fire. As it looked, things probably couldn't get much worse and they were done for. Even if they could get down the side of the literal mountain they were on the edge of, they were still in the middle of the desert, in their pajamas, one of them even less, and the only signs of civilization nearby were this base and a rest stop seventy nine miles south by southwest. They were screwed, no doubt about it, they all knew it, the Keepers and the kids both.

Until...

A red spot appeared on the ceiling of the tunnel, right above where the Keepers were standing. At first it was hardly anything, but it rapidly grew to cover the whole ceiling! Just before it happened, Harry noticed Bliss stepping around to the back of the line of Keepers, taking cover behind a human shield as it were. Taking that as a hint, he silently cast with his raised hand/wand, _Protego Pyro_! The flame protection spell. Turns out the flame freezing charm only worked on the person casting it, which wouldn't help his friends out at all.

The ceiling exploded! Flames pouring from the new hole and flooding the tunnel, stopping only a few inches from Harry and Caitlin, but burning most of the Keepers, if not to ash, then to the point where you'd call a coroner instead of a doctor. Moments later, the fires suddenly died down and three figures dropped from the new access port into the tunnel. The teens all immediately recognized the remaining two members of their squad, but the white-haired guy in a black shirt and fatigues and carrying the same hardware as the Keepers, they didn't know at all.

"Good job, Bobby!" the new guy shouted, firing rounds at the remaining Keepers, keeping them back. "We're in! Ready for Phase Two?"

"No prob Tom," Bobby replied with his familiar cocky attitude. "You and Rainmaker hang loose..." he then started generating a _lot_ of heat in the air, enough to create a significant updraft, "... while I float us out of here on a thermal updraft!"

Harry noticed that, despite the blond's words, Sarah had a look of concentration on her face and was holding her hands in a way that suggested while Bobby might be providing the heat, _she_ was the one focusing it into the thermal updraft centered around the seven of them as they were plucked out of the service tunnel and began to float through the air and out into the cold desert night.

Of course Grunge just had to put in a parting shot. "There a movie with this flight, dude?"

Harry enjoyed the free-fall-without-actually-falling feeling for a couple moments before it was pointed out to him in a big way that this was not over. Three things, all at once, number one was Bliss stepping out to the edge of the tunnel they'd just flown/floated out of, looking like the proverbial cat that just got into the proverbial canary's cage, number two being that he noticed a sensation _nearly identical_ to Bliss's telempathic touch in his mind every time he looked at this 'Tom' person, differences being that every time he tried to push it from his mind, it slipped past his mental defenses like some kind of eel. And big ole reason number three, even though they were staying aloft and not falling like stones, they _were_ losing altitude and quickly enough that it was clear they were not going to get far at all.

About five hundred yards out from the base, Sarah and Bobby, though it was clear only Harry had noticed Rainmaker's participation, finally had to let it go, aiming for a soft patch of desert a couple meters from a rock outcropping where they could quickly get some cover.

"You clear this landing with the tower, Bobby?" Grunge screeched as they made the final drop.

"Stow it, Grunge," Tom snapped, a soldier through and through. "You four clearly weren't prepared for what just happened back there. If it weren't for me pulling Bobby and Rainmaker to help out, you'd all be back there in prison cells, designed specifically for SPBs! Or worse."

He then slipped his pack from his shoulder and pulled out three bundles, tossing each to Caitlin, Roxy and Grunge, who'd started wincing and picking pebbles out from between his toes by this point, having completely ignored the white-haired man. Opening up the bundles revealed specialized clothing for the girls, and a pair of boots for Grunge, not to mention some other necessities.

"What, nothing for me? I'm hurt," Harry sarcastically remarked, turning his back and forcing Grunge and Bobby to turn theirs as Sarah took the other two over to the rocks to get changed. "Who are you anyway?"

"Name's Tom Hallinan. And you're Harry James Potter. Didn't know you were running around like these three were, and didn't have time to get your stuff before the alarms went off," Tom grumbled, also keeping his back turned. "But here," he pulled out another bundle, a costume similar to Bobby's, only where Bobby's was yellow with red highlights and sleeves, this one was solid black with yellow-gold piping down the legs, across the shoulders and down the arms. They looked like stretchy footy pajamas, made out of Kevlar.

"... I'd ask where you got this, and in my size... exactly my size, but I think I already know," he said while stripping. Ten seconds after he'd dropped his pants, he was fully 'zipped up' to to speak, though there wasn't actually a zipper, instead the stuff just sort of stretched and then conformed around him, like rubber spandex. Still looked like Kevlar, felt like silk though. Shrugging, he put his pants, shoes and shirt back on, having managed to keep his wands, mokeskin bag and cloak out of sight by keeping them rolled up in his shirt.

"What?" he said to the looks the guys were giving him. "It's the desert, it's cold, and no way am I going around wearing nothing but footy pajamas if I have an alternative!"

"Uh, yeah," Bobby muttered, and quickly dug his own jeans out of Tom's pack as well.

"Uh, hey Kat! Can I like, have my shirt back after you're done with it?" Grunge called out.

His reply came sooner than expected as the girls soon rejoined them. Caitlin was dressed in a buckled one-piece green uniform with purple lining, leaving her much longer legs completely bare safe for the matching ankle boots on her feet and a buckled strap wrapped around her left thigh, supposedly meant to assist in keeping a holster steady, save that Caitlin carried no weapon and no holster. Beside her, Sarah was dressed in a red and green uniform, and in hindsight had been since the tunnel, mostly green with dark red piping along the sides of the main body and the outside of the sleeves, a ribbed pattern across the chest. Roxy, however, was just wearing a navy leotard, by initial appearances, that ended just above the knee and left her arms bare, to which she countered by wearing her own black leather jacket and a set of fingerless biker gloves and steel-toed boots, completing her image as a punk rock chick.

"Here you go Grunge," Caitlin tossed the tattered remains of the young man's plaid shirt to him. It had clearly been stretched past its capacity, and the edges around the bottom and sleeves were fraying from the punishment Caitlin had been forced to put it through.

"Aww man!" Grunge whined, not even trying to put it back on, instead tying it back around his waist.

Any further complaint was interrupted by an all-too-familiar sound coming from the direction of the base. Helicopters! Headed in their direction too, and already they could see the spotlights shining down on the desert floor.

"Move out people!" Tom ordered, leading the charge away from the direction of the helicopters.

Caitlin soon pulled out in the lead, Grunge and Tom right behind her, Roxy, Bobby, Harry and Rainmaker coming up at the end. They ran as fast as they could, making for the more mountainous terrain in hopes of losing their pursuit. Unfortunately, those helicopters, or whatever the hell they were using, were plenty fast and they didn't seem to be wasting time, somehow making a beeline right for the escapees.

"Keep moving! Don't let'em get a bead on you!" Caitlin screamed back.

"We look like we're strolling here?" Grunge shot back. "Not all of us grew those six mile legs!"

"Oh no—They're in front of us too!" the redhead screamed as she suddenly had a spotlight in her face. "What do we do now, gang?"

"What are we? Rabbits?" Tom stopped and turned to face their hunters. "It's time we made a stand! We've got powers—Let's use'em!" His eyes lit up with signs of some unknown power, and the effect was immediately made apparent.

"I don't know what you just did, Tom, but the lead craft looks like it's about to crash!" Caitlin yelled.

As though she were speaking prophecy, the lead craft, some kind of hovercycle-helicopter-jet hybrid craft took an immediate nosedive, smoke and flames pouring from its engines, where it quickly crashed in a spectacular explosion. Harry was close enough to hear Tom say, "That coulda been me. Better this way."

Frowning, the wizard kept his peace, instead focusing on the best way to get outta this mess!

"You... you killed them!" Caitlin said, coming up behind the white-haired soldier.

"See," he exclaimed, pointing at the remaining aircraft, "They can be fought. What good is having super powers if you don't use'em?"

"I'm with you man! It's kill or be killed!" Bobby cried out, unleashing plasma from all over his body where it instantly ignited into flames, burning away his jeans but leaving the yellow and red uniform. "So let's give them a taste of _my_ medicine!"

"YES!" Tom shouted, raising his arms triumphantly.

"And I thought you were a heavy smoker, Roxy," Grunge commented from the ground.

Harry watched, saying nothing, but he also had a problem with just outright killing these men that were most likely only doing their jobs, following orders. The Death Eaters hadn't had that excuse, and even the Ministry workers under Imperius control wouldn't have stopped until they were taken down hard, but these guys? He quietly adjusted the straps of his wand-holders, suddenly glad of his growing experience at remote and silent casting so that he wouldn't be in any danger of violating the Statute of Secrecy and remain helpless.

Up in the air, Bobby was really showing his stuff, not only able to control his new found powers well enough to fly like the Human Torch, but he also displayed more subtle means and thus impressive skills at using them as well. Such as using a heat shield made from the plasma he was generating to deflect the energy blasts from their plasma guns, to say nothing of their bullets that became useless lumps of molten lead amidst such intense and focused heat. Once it became clear that they couldn't get past his defenses, he switched to offense, focusing and shooting a pair of plasma-heat beams from his eyes like lasers, blowing up two of the ships midair!

Caitlin, it seemed, quickly got over her squeamishness, at least in the face of protecting her unpowered friends, and moved over to one of the nearby rock formations, saying, "Got to keep those gunships away from Roxy, Grunge, Harry, and Sarah! Can't shoot beams from my eyes—" she then heaved and tore an impressive sized boulder straight from the ground, "—but I can always fake it!"

She threw the big rock at the nearest gunship, and after nearly going all the way through it, the fuel line or something must have ruptured because it too blew up in the air. "Unh! Heavy, but easier than it would have been an hour ago. Getting stronger all the time," she muttered as the debris fell down over the desert.

"Guys," Harry called out suddenly, "What happened to the last ship?"

Just out of sight, taking shelter in the shadow of the rock outcropping, Grunge, Sarah and Roxy huddled together. They watched as their friends one by one took out each of the airships that had been chasing them, taking to their new abilities like ducks to water. It sparked a bit of jealousy in some of them.

"Kat, Bobby, Harry, Tom—They've all got powers!" Grunge whined. "I wish we could _do_ somethin'!"

"You _are_ doin' something big guy," Roxy said. "You're _hiding_!"

"Not anymore, kiddies! Freeze or you're dead!" one of the red-uniformed soldiers from the landed aircraft snapped. Three of them were looking down at the three scared and huddled teens, guns ready.

"Quit foolin' around, Ramsey," another of them ordered. "Use the Tangler on 'em!"

"Roger, Sarge!" Ramsey acknowledged, aiming his weapon at the nearest to him.

A capsule shot out from his rifle, expanding as it traveled through the air into a length of wire that acted like a bolo, wrapping around Roxy's whole body several times over with a whip like sound, constricting tight only after her arms and legs had been tightly bound.

"OWW!" she screamed in pain, falling over.

"Sheez!" Grunge cried out. "What _is_ that thing?"

"Easy, Roxanne!" Sarah called, racing forward to help.

"Oh cripes it hurts!" Roxy cried. "Help me, Grunge!"

Grunge actually reached her first and began pulling at the wires, but they weren't coming free any time soon. "You're trussed up like a Thanksgiving Turkey, Babe—This may take some time."

"If it's just time you need, Grunge—I can do that!" Sarah said, holding out her hands and bringing together hot and cold to create wind, building it up more and more until it picked up the sand of the desert, making a wave of sand and wind which quickly picked up and buried all the soldiers around them.

"You're whipping up a _sandstorm_?!" he exclaimed, while still working on freeing Roxy. "Since when did you get powers, Rainmaker?"

"Oh, this?" she remarked with a smirk as the last of those around them was buried beneath the sand, "Just a little something I picked up back home on the Reservation."

There was a click just behind her head, drawing Sarah's attention to the fact that she'd apparently missed a couple of the soldiers, and one of them had a gun pointed at the back of her head. "Cute trick, Pocahontas! Don't even _think_ about trying it on me! Sarge said we're supposed to take you alive, but he's eating sand now, and I'll feel a lot safer with you dead!" She tightened her finger on the trigger, giving Sarah literally only enough time to turn her head and see her own reflection in the faceplate of her soon-to-be killer.

Harry, out in the open, looking for the last ship, saw the entire situation unfold, and he didn't hesitate. He ran. The cold sensation came back, countered by the heat of his own body as he pushed his muscles throughout to move him as fast as possible, and then faster still!

"So kiss your skinny tail good—bwooaah—!" the woman soldier screamed as her arm was forcibly yanked back and away, the shot going wild.

"Huh?" Sarah gasped, staring.

Harry had run, leaving an afterimage of him still standing out there in the open, knocked the gun up and away, and then proceeded with disarming the soldier as fast as he possibly could, which apparently while the cold sensation gripped his body, was pretty darn fast. He started by yanking the gun out of the startled woman's hand, and then disassembling it like they'd been taught in class. He pulled her helmet off rather forcefully, actually pulling her off the ground, which was interesting to see from his point of view as now that he was paying attention he could see she, and everything else, was moving in slow motion, which included falling in slow motion. Next, he unbuckled her weapons harness, her belt, her boots since she was still up in the air, the extra armor on her shoulders, and pretty much everything she'd strapped on all over.

Pausing for an amount of time so brief that scientists gave an absolutely ridiculous name nobody could pronounce to since they were the only ones who cared about such an infinitesimal categorization, and nobody would ever actually count how many of them make up a nanosecond, Harry considered the woman soldier as she 'slowly' fell over onto her but, still in the specialized red colored armor that was probably a hundred times better than Kevlar, but way more expensive to make. He then turned, paused for another 'moment', and analyzed the battlefield so far. Fighting was over, this was the last soldier standing, so to speak, which meant it was time to take prisoners, or make it so that they wouldn't want to chase after them anymore. And they didn't need a trigger-happy grunt, no matter how pretty her face was, when they had their choice of some of the higher ranked unconscious soldiers to choose from.

Decision made, he moved as fast as he had in stripping her of her weapons, and stripped her of the last of her clothes, unzipping her before her butt had made contact with the sand, and then peeling her sleeves off her arms and down her legs as she bounced briefly, leaving her in her military-standard underwear, and dragging her to the other side of the flaming wreck of the first ship and hog tying her with her own red jumpsuit-armor and knocking her out with a solid punch. Then he raced back to where he'd first been standing, and slowed his heartbeat, the cold sensation leaving him as the normal movement of atmosphere touched his skin once more. To a casual observer, it looked like he'd just sort of 'blinked', disappearing for a moment or two, before coming back, the soldier about to shoot Sarah disappearing and staying gone at the exact same moment.

"What the heck was _that_?!" Sarah exclaimed. "It was like she just... dematerialized or something!"

"And where did you bolt off to just then?" Tom rounded on Harry.

"... I think this one is still alive," Harry pointed to the one soldier that was uncovered and had a few more pieces of armor than the others had been wearing.

Ignoring the fact that he'd been ignored, Tom said, "Good. We may need a prisoner."

"A prisoner is fine, but what we need is to get out of here," Caitlin said.

They all actually agreed with her, so Bobby picked up their new prisoner and they all started to make for the mountains, taking a different route than the way they'd been going originally though. Just as they reached the edge of the light from the fires, Caitlin looked back and commented, "Doesn't feel right, thought. Just leaving those injured Keepers. I mean, they're people too, aren't they?"

"Don't worry about them, Fairchild," said Tom. "They're ancient history. Now move out!"

They moved out into the darkness of the desert, the moonlight their only illumination for the path before them now. Harry moved up beside Caitlin, consciously ignoring Grunge's complaining and Bobby's—or was it Burnout now?—bickering with him, and whispered to her, "Ignore Tom, Kat. Besides, rule one of soldiers, even soldiers of fortune; never leave a man behind. That, and they're still searching for us."

"Uh, how is that a comfort?" she asked, looking more worried than ever.

"Because that crash site, with all the injured, is our last confirmed location. When those guys don't report in, they'll send out another squad, med-evac the wounded, and spread out from there looking for signs of us. I figure we've got another five minutes before they send anybody though. If we make it to the caves in the mountains, we'll be hidden from their radar and—"

"—and GPS and satellite imagery and EMF trackers because of the iron ore deposits as well as the irregular shaping and rock outcrops," she finished together with him, smiling. "Yeah, I remember the class on all the different ways you can remotely track someone without hum-int or people on the ground. Uh, Harry?"

"I already checked for GPS trackers in all the clothing bundles Tom handed out," he answered, having already guessed her question. "There were homing beacons in mine and yours, but I burned them out before either of us put them on. I don't know about Bobby—er, Burnout, but I suspect that there are only a limited number of ways to elicit the Human Torch phenomenon..."

"Pretty much all plasma-based," the intelligent redhead pointed out.

"Which has an electromagnetic quality to it on top of its explosive reaction to the air," he continued. "So more than likely he's also burned his out, literally. Rainmaker's outfit wasn't fitted with any kind of tracker as far as I'm able to tell, but I don't think her weather control stops at just wind either."

"Which means they'll have to follow us by our tracks instead of all the normal means they would use," she nodded, finally getting his point.

"Exactly," he smiled, then frowned when Tom suddenly snapped out orders. Specifically to Grunge and Burnout to stop their arguing.

"Enough. Both of you. Let's crash in this cave."

"A fire would be dope," Grunge said as they got settled.

"You'd be a dope to light one. You want to advertise where we are?" Roxy argued.

"But I'm cold."

"And tired and hungry," she glared. "We've heard. How'd we get into this mess anyway?"

"I wouldn't want to point fingers..." Tom said, pointedly staring at Caitlin.

"Just shut up Tom! This isn't _my_ fault!" she growled, physically slamming him up against the rock wall.

"No, it's not," Harry interrupted them before they could really get started. "It's mine."

That turned all the glares and surprise glances in his direction, away from the super strong girl having temper problems at the moment. He was fine with that.

"And what is _that_ supposed to mean?" Roxy pointedly asked.

He silently cast warming charms on pretty much everybody except Tom, who was not a part of their squad and he just plain didn't trust him, to say nothing of the sensations in his head he got every time he looked at the man. The bit of nearly-undetectable magic would at the least cut down on Grunge's complaints and keep them all from going into hypothermia while he explained some harsh truths to them.

"Bobby, Sarah, where were you when all hell broke loose back there?" he asked them, putting off answering Roxy's question for a bit longer.

Exchanging looks, the two shrugged at one another. They both trusted Harry and while they couldn't see the point of the question, there likewise was no reason not to answer. Bobby went first, saying, "I was in the gym, getting in a couple laps on the treadmill, when I got real hot all of a sudden, and next thing I know I'm on fire as is everything I touch. Sarah and Tom found me and he gave me this uniform. Fire-proof, obviously."

"Plasma proof, actually, but thanks," Harry corrected. "So, Sarah, how about you?"

"I was in my room, found this uniform on my bed and a note that suggested it would be a good idea to put it on and get out of there sooner rather than later. Tom was waiting at the end of the hall and explained a little of what was going on and that he was breaking us out of here. We met up with Bobby, then the alarms went off. Tom tapped into the radios the Keepers were using and we found your position and got there as quickly as we could. You know the rest," said Sarah.

"Were you only getting them out, or if we hadn't set off the alarms could you have gotten more?" Harry asked the ex-Keeper.

"I picked your team, quite simply because yours was the first on their list," he growled out, arms crossed, his back to Harry. "You'd made the most progress and all the signs indicated that yours would be the first to develop SPBs out of all the rest. Therefore your team was the ones in the most danger. I was actually leading Bobby and Sarah to get you next, as I'd seen Fairchild head off to the infirmary earlier and Grunge and Roxy were notorious amongst the Keepers for sneaking extra food from the kitchens."

"So you were on your way to my room when the alarms went off?" Harry confirmed.

Tom just grunted and nodded.

"But I wasn't there," the wizard pointed out. Everybody, Tom included, turned to look at him, surprised. "Kat," he continued, "the door to the command center, it was already open, right?"

"Uh, yeah, but how did you...?" she replied.

"Because I was the one that opened it," he answered before she could finish asking. "I was already inside and watched what happened when you came in, met up with Grunge and Roxy, and the Keeper came in after the silent alarm had been triggered. As a matter of fact, guys, I've been sneaking out and searching the entire complex since my second full night at the Project."

Tom startled, but quickly looked away again, this time facing the rock wall so nobody could see his expression. The others had varying reactions; Bobby, Grunge and Roxy with respect, awe, and appreciation, while Sarah looked at him with suspicion, and Caitlin with shock and disbelief, probably the same reaction Hermione would have of being unable to believe someone she respected and trusted would do something she considered very wrong. He gave them a few moments to digest what he'd told them before moving on.

"I was there gathering blackmail material, protection basically, because it was clear to me that they, the Project Heads, whoever or whatever they are, had something nasty planned for all of us. Once I had enough that it would keep them off our backs, I was going to approach each of you individually, one at a time, and see if you wanted to come with me, but still convince you to escape. Then I would get us all out of here. Obviously, tonight kind of changed those plans."

"So, wait a minute," Bobby spoke up, "how exactly were you going to get us out in the first place? Run us to Mexico one at a time?"

"Didn't know I could do that until tonight," Harry shrugged. "Bloody surprising it was, and bloody weird too. No, I've got other means of getting out of here. Only reason I'm not using it right now is because I don't trust Tom there, and each of these uniforms he handed us were tagged with GPS and other trackers. I've already disabled the ones that weren't already taken out by Bobby's and Sarah's powers, so we're safe for now. Doesn't change the fact that they were there, and shortly after the alarms started blaring, they gassed all our bedrooms."

"What?!" Caitlin and Sarah both blurted out, surprised.

"So you just lied about coming to get me, Tom," Harry remarked. "And on top of that, all the other students are still back there, drugged unconscious and who knows what is being done to them now that we've escaped their grasp. I think that..."

"Who cares what you think?" he rounded on the green-eyed youth, pointing his finger in anger. "Let's just keep in mind who pulled your fannies out of the fire, Potter. It was _us_. Without _me_ leading you guys, you'd all be _dead_ by now. I figured out this Genesis Scam a long time ago. We're all Gen13. Our parents were Gen12. And there were eleven groups before them. The governments been testing drugs on people for decades—drugs that were supposed to give them superhuman powers. It worked, but at a price. Most of them went insane, killed themselves. The government kept it up thought. Most of the survivors went into hiding, especially after they figured out the government wanted their kids too. But the government has long arms and they managed to round us up, bring us here. Not for a _Training Program _like you were told. We're just lab rats in their stinking SPB Experiment!"

"Is that all you've managed to figure out?" Harry scoffed, ignoring Tom's outraged look.

"What do you mean, Harry?" Caitlin quietly asked, overwhelmed at this point.

"It's not just _the government_," he said with air-quotes, "that is behind this. It's _Every Government._ The organization behind them is called I.O. _International Operations_. And its not just the Gen13s they're looking into either. Technological enhancements, cybernetics, genetic engineering, radiation and exotic particle research. Anything and everything that could give any military organization an edge in the super soldier race that has been going on since World War II. They've got kids as young as five and six being held in isolation rooms because they happen to have a psychic skill or ability that they want to either develop further, or breed into more powerful future psychics. They've got genetic monstrosities that make any horror story you've ever actually heard from the aftermath of World War II or any of the wars since, seem like children's stories! I've seen it first hand. What they're doing there... They are evil. Plain and simple. Evil."

Caitlin stood up. "I think we should go to the authorities or something. If we keep running..."

"Running's good. I can get behind running," Grunge immediately agreed.

"You punks think you can run," the captured Keeper laughed at them. "You're too crucial to the program. They'll _never_ let you get away."

"My point exactly," Tom said ominously. "We're through running. We have to stand up to these people..."

"Yeah! Standing's cool too!" Grunge enthusiastically agreed.

"...or scum like this will hunt us for the rest of our lives." Tom was glaring down at the red-uniformed Keeper, his eyes beginning to shine with evidence of his power. "And that's something I just won't allow."

The captured Keeper flinched, his face scrunching up in pain. He cried out, "UNNH! That... Really... Hurts... Head... _AAAAHH_...!" And then before the stunned teens eyes, the man's head exploded with nothing more than that. No build-up, no bulging veins, just a lot of pain on the man's part, and a hard glare on Tom's part and then... _**SPLATT**_!

"As the saying goes," Tom said, turning to each of them, "if you're not part of the solution, you're part of the problem."

There was silence in the cave after the older Gen13's macabre little display, not even the crickets were chirping anymore. Until finally someone broke the silence with a soft, sarcastic retort.

"Well, so much for extracting useful information _from our hostage_!" Harry glared at the white-haired soldier. "Anyone ever told you that you have serious impulse control problems?"

"So which is it going to be, Potter, Fairchild?" he asked them, putting them on the spot and forcing everyone to immediately pick sides.

There was a few moments of tense silence, and then Bobby said, "Tom's right, Caitlin. We're sticking with him." He'd said this after getting confirming looks from the others.

"What is it gonna be Caitlin?" Grunge asked.

'Wow,' Harry mouthed silently, looking down at the ground. Some team, he thought, lots of loyalty, NOT! He paused and then thought to himself, '_I've been spending far too much time in America._'

"I can't go along with any plan of yours, Tom," Caitlin finally answered. "You enjoy killing too much."

Scoffing, Tom just turned away, leading the others behind him. "Then just don't get in my way, Fairchild. We're going back to that compound for some hardcore butt-kicking. If I see you before you see me, you won't live long enough to regret it."

Harry remained rooted to his spot in the cave, waiting until they were just out of hearing range before commenting, "Subtle. Like a bludger to the head. Serious impulse control problems with that one. Reminds me of me when I was fifteen."

"Harry!" Caitlin startled. "I... I'd thought you'd..."

"You're right Kat," he said, walking up beside her, "He likes killing too much. And he's being stupid just to prove the point that he can be a strong leader. But right now we don't need a _strong_ leader. We need a _smart_ leader." He stopped and turned to look at her, meeting her green eyes with his.

"I... I'm no leader," she said, looking away.

"Neither am I," he shrugged. "But at least I have a plan that doesn't involve walking into an on-alert military base and blowing stuff up."

"You... you do?" she gasped, looking back up at him.

"I need you to lay low just in case while I join the others, protect them from Tom," he said, speaking urgently. "Calling for help won't do us any good by this point. Normal routes..."

"Are blocked off due to political and technological protections as well as our location, I remember," she said, recalling their 'lessons' from the Project about what makes for a good military defense in civilian territory.

"Which leaves us with subversion," he nodded, on the same page.

She nodded in return, then asked, a curious look on her face, "It makes you wonder, doesn't it, what exactly they were training us for. I doubt it was so we could use what they taught us to break out of their control, or try and bring them down from the inside out."

Harry shrugged. It was a question for another night, when they weren't about to go into a fight where they could be killed. That he already knew the answer was all the more reason he kept his silence. The two of them quickly outlined a plan, rough though it was, and then they tried something that Harry wasn't sure if it would work or not. While holding her hand, Harry tried to 'super speed' Caitlin in a way that she could keep up with him, instead of having him just drag her around like he had with that Keeper before. To both their surprise, it worked, but only for as long as they were touching, and with Caitlin's augmented strength to help 'push them' he felt they were moving even faster.

After a few seconds, which was almost like dozens of minutes for the pair, Harry got Caitlin into position, hidden just outside the main entrance to the base. They'd also gotten her that woman Keeper's armor, (leaving the woman knocked out and naked in the desert instead of hogtied naked in the desert), for her to wear if she had to infiltrate like they suspected. She then settled down to sleep the rest of the night away, and wait until morning for the signal from Harry.

Meanwhile, Harry 'raced' back to join the others, who were still a mile from the 'secret entrance' Tom was leading them to. He didn't say anything, in fact for some time none of them even registered that he'd joined them, but that wasn't surprising as his appearance had been quite stealthy. One moment, just walking along, and then between steps, he was there behind them, walking at the same pace. When they finally did notice him, the only one to make any comments was Grunge, the others just nodding at him, as though acknowledging that he was with them and had made the right decision. He didn't reply, keeping his expression in a cold mask of determination. If Tom had noticed his late 'arrival', he never showed any sign.

Half an hour of walking later, they reached the 'secret entrance' and Tom started them running. "Hurry up! I know the weak points of this place—But there's not much time!"

"But this is the main corridor!" Roxy said, running, "Where are the guards?"

"I don't like it. It's too weird." Grunge said.

"You're smarter than I gave you credit for, Grunge," Tom said, coming to a stop at the end of the corridor. "But then I didn't give you _much_ credit. If you had half a brain, you might have seen through my story earlier. There is no Tom Hallinan..." he turned to them and revealed his true face, "...but you can call me _Threshold_! Of course, you won't call me anything for long. Now that you're in position, I can do _this_!"

The others had all stopped the moment _Threshold _had shown his true face, but Harry didn't stop, in fact he went faster. Fast enough that he could actually see the electrical current flowing _into_ the metal plates on the floor and walls, and could also see the gaps where there was insulation. It was like the childhood game, don't-step-on-a-crack, but while running at super speed.

Right as he reached the end of the corridor, he felt an all-too-familiar touch in his mind, but this time was different. She wasn't just teasing him. She was full on attacking him, driving him unconscious!

Except that while he was moving super fast, his brain was actually moving _faster_, and his magic responded instantly to his thoughts and wishes as it always had, physical speed not mattering in the slightest. He pushed her, and Threshold's thoughts out of his mind once and for all and then began phase one of his and Kat's plan. Free the others.

Threshold sneered when Potter disappeared the moment he activated the trap, not that it mattered. He was simple enough to figure out and trap, despite all his power. He took a moment to celebrate with his sister. They'd won.

END (3 of 5)


	4. Payback

HP-Gen13: Chapter Four _Payback_

Things were different now. What was before, would never be again. Understatement of the millennium, Caitlin mused quietly to herself as she silently observed the outside of the Genesis Compound. She'd just awoken moments ago, the sun waking her as it pierced the horizon.

She was now wearing the red Keeper uniform, unfortunately unlike her green and purple outfit which she kept on underneath seeing as she had no other underwear options at the moment, it had not been tailored just for her or her new physique, and the woman that it had belonged to, while tall and well-built, couldn't hold a candle to Fairchild's new body. It pinched around the shoulders and joints, but was horribly stretched so much that it looked more like it had been painted on, and where the sleeves and leggings were supposed to reach the wrist and ankle respectively, barely reached halfway to each. Fortunately the gloves and boots covered the gap.

Stretching in spandex or cotton wasn't a big deal, but in kevlar, or whatever this new type of thin armor was made out of, clearly was not. Caitlin just hoped that the armor kept her from finding out if she was invulnerable as well as super strong for as long as possible. At least the hard pieces, weapons and helmet all fit with a minimal adjustment.

Since getting dressed, she'd taken out the binoculars from the Keeper gear and kept glancing every few seconds at the main gate and other points of interest of the Compound. So far things were calm and quiet. Too calm, considering the plan counted on Harry being free and unleashing a bit of chaos all over the place. Now what, she wanted to ask, but held her tongue, keeping watch for the time being.

Suddenly, a vision flooded her senses, the pain so intense it nearly drove her to her knees. She cried out, "AAAHH! It's Roxy! She's in pain! Some kind of... trap, all along." Tears began to pour from her closed eyes. "That guy... that's _Tom_! He betrayed them, betrayed all of us!" Her eyes snapped open, full of fury as the strange vision finally passed.

Shaking her head, she gathered her gear and started making her way down to the compound, saying to herself as she went, "Don't know why Roxy and I made that wild connection just now, but I'm glad we did. My friends obviously need some help, and I'm just the lady to give it to them! It's not the signal that Harry and I agreed on, but it'll do. Hang tight gang, I'm on my way!"

Even as she ran from rock to rock, borrowed gun at the ready, she was thinking to herself, '_What happened to Harry in there anyway? He wanted to get all the other students out of there and to safety, but it is morning already and there's been no sign of him causing any sort of disruption other than the base remaining at high alert. What happened, where are you Wizard_?' Caitlin asked, thinking of her friend by the nickname Grunge had given him during one of their study sessions.

_Meanwhile..._

_(As In The Night Before, From Harry's POV)_

He won't lie, he got a little shock, or six, from running across the *live* floor, but once he was past the point where Bliss and Threshold were standing, he was free and clear and nobody could catch him. Provided he kept running that is, and already he could feel himself tire and whatever was making that cold feeling, like the air itself had stopped moving, flickered on and off with every hard-pressed step. So, adjusting the plan a little, he made his way to the kitchens instead of the dorms. Fortunately it was closer, as he wound up running the last ten yards at 'normal speed', sweat dripping from every pore and gasping with every breath.

He went straight to the food stores and devoured everything he could get his hands on, just like his best friend Ron Weasley would've. After the first bit finally reached his stomach and began digesting, he slowed down, enough at least so he stopped making such a mess. It was after he'd finished his first 'course', which should've been a five-course meal all on its own, downing it all with massive amounts of water and (oddly) milk, that he heard the commotion coming from out in the main dining area. Finishing his glass of milk in one big gulp, he hurried over to the serving area, but kept out of sight.

Keepers were trying to restrain two of the students there. One, a Hispanic boy about his age, but seemed to be manifesting by having some of his muscles grow to insanely huge proportions, while others stayed the same or actually lost some mass. It seemed the angrier he got, the bigger his muscles got and he was using his uncontrolled strength to keep the black-suited Keepers off him for as long as possible. The other was a tall, athletic girl that seemed to have taken hair-styling tips from Roxy, but forewent dying her hair, leaving it its natural dirty blond color. She was jumping, leaping and cavorting about like some kind of flea, always one step ahead of the Keepers that were after her. At a few points, he saw that she'd actually moved _before_ the Keepers did something to capture her, like she knew it was coming.

He wanted to get in there and help them out, but he knew already that he wouldn't be much help. Whatever these new powers of his did, they required his good health at the least, and the last meal he'd had was almost ten hours previous, seeing as he'd skipped dinner to plan his blackmail-collecting mission. So, he snuck back out of sight, grabbed what food he could while chowing down as quickly as possible, and took another gallon of milk to go. Once his stomach had finally stopped complaining about being empty, he felt the power return, and just to see what would happen, he 'sped up', and tried to finish everything he'd just collected all at once. The bite-into-and-chew food was no problem. The milk however...

Harry stopped and stared as the white stream hung there in mid-air from where he'd overturned the milk jug. He could see it falling, but it was like watching syrup drip off a fork. Shaking his head, he caught the jug, 'sucked up' the spilled milk and got to work.

Unfortunately, by the time he'd finished his 'snack', both of the students he'd seen had been captured and taken away. He blamed himself for that, but there was still plenty he could do to make up for it. Grocery bag in hand, he 'quickly' made his way back to the dorms and began his work.

_Thirty Minutes Later_

_Genesis Compound Control Center_

"You wanted to see me, Ivana?" Threshold asked as he strolled in, now dressed in his typical attire of a three-piece suit, red eye-patch mask once again in place, having thoroughly dropped the disguise he'd used to test the GenActives. "I was just about to start the applied testing to see if I can still get Chang and Spaulding to manifest, so this had better be important."

"Does losing every single one of our other subjects count?" she snarled, not taking her eyes off the monitors before her.

"What?" he shouted, stepping up next to her.

"Keep watching," she growled, taking a drag from her long cigarette holder.

As they both watched the monitors, it became self-evident what was happening, but the technicians continued to play it back, slowing the footage down every time. There was a distortion in front of a subject's room, and then the unconscious subject inside _disappeared_! No special effect or tell-tale signature was identified by the camera. Between one frame and the next, the subject just simple vanished without a trace. Bit by bit, (literally since these were digital cameras), as the techs slowed the footage to over ten thousandth of its original speed, the 'distortion' began to take shape. It was still blurry and didn't look altogether there, but that mostly came from the fact the object was moving too fast for the camera to capture in the first place!

Finally, they stopped it on one frame and enhanced the image as much as the computers could account for. The 'image' actually looked like one of those comic pages where the hero is actually going through moves really fast, they just show 'afterimages' of each action taken. Looking on, Threshold and Ivana identified Harry Potter, or rather afterimages of him as he 'ran' down the hall, 'stopped' at the door, 'appeared' on the other side, 'picked up' the unconscious subject, 'disappeared' with the subject, 'reappeared' without the subject, and then 'ran out' the door and down the hall to the next pod.

"How is this possible, _Mathew_?" Ivana growled, her cigarette hold shaking in her grip.

"He can phase his molecules through solid matter," Threshold chuckled. "He's more powerful than I could've expected!"

(AN: No, he actually just Apparated into the rooms, but the bad guys won't get to know that)

"You think this is funny!" Ivana screamed at him.

"Hilarious," he said, no longer laughing, his tone dead flat. "You do realize that he could be here, now, and we wouldn't even know it until twenty minutes from now when the analysis was complete. Don't you?"

"I want a head count! How many subjects do we still have? Don't look at the reports, I want somebody actually looking at them and counting bodies!" Ivana shouted at the nearest soldier. "Fix this, Threshold!"

"I've still got mine," he teased her with a playboy smile, before getting serious again. "I would be able to sense it the moment he approached me, or them. I'm in each of their minds now."

"Then why aren't you in his?!" she snapped.

"It was in the briefing, wasn't it? About Potter's _unique_ psychic abilities that could overpower even a GenActive's powers? Nicole tested him when she brought him in. Right before he disappeared, he even managed to push me out. I haven't been able to find him to get back in yet."

"Then what good are you!" she threw up her hands in outrage.

Threshold frowned, but said nothing else.

"Get back to work!" she snapped. "Start the evacuation, we're moving to the secondary base. Pack up the subjects we still have! Including yours, Mathew."

"Of course," he nodded and then walked away, leaving Ivana Baiul to stew.

_Twenty Minutes Earlier_

At first Harry thought he might be too late, as by the time that he'd finished his snack and got his, well his energy back, the fighting in the cafeteria was over and the other students were knocked out and being loaded into tubes that froze them the moment they were in place. Well, obviously not there in the cafeteria, but when he 'tracked' them down, the last of a half dozen students were already hooked up to the machines, in tubes, already part way through the freezing process.

That, and probably a few other things as well, but that was definitely one of those things that they had not taught him about. Well, they taught and explained what the term cryogenics meant, but nothing about how to reverse or stop the process in the middle. So, seeing that he was too late to do anything for those six for now, he turned his attention to getting the others out, starting with those on their way to the same cryogenic freezing chamber. Those were easy, they were still in the hallways, knocked out from the gas, on gurneys. Stunning spells and a liberal dose of _Obliviates_ took care of the guards and doctors(?) that were wheeling them in.

The first hurdle he came across was actually deciding where to take them all. He could take them to one or two magic safe houses he knew about... back in England... Yeah, no. Out in the desert where he left Caitlin... where they would still be knocked out, and sitting ducks with only one girl with barely controlled powers with unknown limits and no knowledge of how to use them properly. No. If only he could ask them where they'd like to go.

. . . He... could... actually do that!

Opening the eyes of the unconscious girl, he looked into the dilated dark orbs and used his Legilimency to try and find the last place she'd truly been happy. To his immense surprise, the memory came instantly to her mind, even though he was still moving at super speed, but he had the imagery nevertheless. He Disapparated with her in his arms and reappeared a few thousand miles away in some dark house with a dust covered bed in front of him. A quick dusting spell cleared that up, and then he laid her down. Spotting a notebook and pen on the nearby desk, he wrote a simple note, basically saying that she had two choices; trust the government, or run. Either way, she'd most likely be developing super powers in a matter of hours to days and IO would be hunting her down once they found out where she was. He also put at the end that this was a one time rescue and couldn't count on it happening again if she were captured.

He quickly copied out the note a few dozen times, enough to ensure there would be at least one for everybody that he rescued, and then Apparated back to the Genesis Compound. After getting all those that were in the hallways and on the gurneys, he tried his luck at the still locked pods. He realized in his first attempt, standing there for the super speed equivalent of ten seconds, but was probably like one half of a picosecond or whatever, that even if he had or could figure out the code for opening each door, to him it would be like an hours wait just for them to open up enough for him to squeeze inside. So he just Apparated to the other side of the door. Unfortunately, the gas hung in the air and would remain until cleared, most likely when the soldiers came to ice them, or whatever. First room he tried, he nearly passed out from breathing inside just once, making his efforts slow and sluggish just to reach the person and then Disapparate back out into the hallway with them.

Harry raced back to the kitchen, drank down nearly a gallon of water from busting open water bottles, then raced back and finally took the time to figure out where the kid felt safest and took him there, leaving behind a note. After that, Harry spent a little bit of time searching for a gas mask he could wear, and then was a lot more careful Apparating into rooms from that point on. In real time, it took him about two minutes to clear out all of the other students that hadn't already been iced, from start to finish. To him, it was the work of a couple of hours, at least!

After that, he started looking for other things to do, IE sabotage, as well as see if he could find out what had happened to the rest of his teammates. He might have gone after them first, if he hadn't seen the fight in the cafeteria first and realized he needed to move quickly to save the other students. Having no luck after nearly fifteen 'real' minutes of searching the base from top to bottom, he decided to work intelligently, and instead started looking for the actual control center to this place.

He found it just as Threshold arrived to Ivana's summons, hiding in the duct work below them, the same kind of access/maintenance tunnel that they'd used to escape the base in the first place. He was getting tired again, so decided to rest while munching on the snack food he'd pilfered from the kitchens and listened to their whole conversation. Once Threshold left, Harry decided he'd rested enough and quickly made his way out to the main corridors and followed his one-eyed nemesis through the open hallways, making sure to stay far enough away that his powers wouldn't trigger at his proximity, but also still was fast enough that the cameras wouldn't catch anything. When Threshold got into the lift, however, he had to risk it to see what button the man was pressing, and was out of there before anything more than a soft breeze could've possibly registered, taking the stairs to the appropriate level and wait for his arrival.

He waited in 'real time', resting himself, and staying under his Invisibility Cloak, which he'd kept with him thankfully. After that, it was a bit of a game of hopscotch, waiting for Threshold to pass him by while under his cloak, and then just before he was out of sight, racing ahead at super speed to hide further down his path, until ultimately he lead him right to where the others were being held. One of the heavily fortified places in the 'torture' section of the base, which he'd discovered during previous excursions about.

The doors were those big bank-safe-like deals, and an airlock to boot. Which meant that he had to be within a few feet of Threshold for an extended period of time as the doors closed and then opened. It was a risk, but this was his friends, his team. They were worth it. Nevertheless, the whole time he crouched down under his Invisibility Cloak in the corner of the airlock, he kept both wands trained on the psychotic psychic, spells to drop him already lighting the tips, just needing the slightest inkling from him to either stun, maim, cripple, paralyze, or kill the man. He really wasn't sure which, he wasn't picky at the moment.

Thankfully, the wait inside the airlock was uneventful, and he was through the inner door before Threshold had even thought to start moving. Inside, he found exactly what he was afraid he'd find. And didn't find the one thing he'd been counting on, which made him even more afraid.

"Surprised to see my sister missing, Potter?" Threshold whispered from right behind him, which should have been impossible, being invisible and all. "She played you like she plays everybody. Don't feel bad, she does it to all the guys, has since we were kids."

He rounded, willing himself to move as fast as he could now possibly move. It wasn't fast enough.

Threshold's psi-blast caught him full on, tearing away his Cloak and knocking him to the grounds, holding his head as pain equal to that caused by Voldemort ripped through his entire head! He still had enough of his senses left to look up and see Bliss approach with a flute of champagne for both her and her brother. Before the eyes of the teens, they laughed, shared a sip of each others bubbly, and then turned their attention back to their captives as the torture began.

_Next Day_

_(Fairchild's POV_)

Caitlin had just finished adjusting the last of the armor and was now walking toward the main entrance, helmet firmly in place and both hands on the emptied rifle. Truth be told, she really didn't like guns at all, loaded guns that could be fired and kill people even less. But it sold her cover, at least long enough for her to get inside the base and hopefully find out what happened to her friends. Since that brief psychic flash she'd gotten from Roxy, there had been... phantom pains, but nothing as intense or clear, just an overwhelming sense of unease.

"Hey!" one of the perimeter guards called upon spotting her. "Hey you! Hold it!"

Coming to a halt just inside the fenced area of the base, she stopped and turned to face him, struggling to keep her breathing even and her knees from shaking.

"Clearance?" he demanded, both he and his partner pointing there, undoubtedly loaded, weapons at her.

She didn't know how he'd done it, and when she'd asked he'd just given her this cocky little grin, but as he'd been showing her how to put on the armor and explaining the plan and everything, Harry had also shared with her a number of clearance codes for a number of different situations for when she attempted her infiltration. For getting past the perimeter and gate guards, he'd told her; "IO Level 2, Lambda Beta 4 Foxtrot Romeo Echo Echo Ditto. Returning from failed retrieval of GenActives. Was thrown clear by the explosions, woke up a couple hours ago, been walking ever since. Got any water?"

Word for word, that is what he told her to say, thankfully she only had to repeat it twice to memorize it, same with the others he'd coached her through.

"What the hell happened out there Lambda?" the other guard asked, lowering his weapon.

She ignored him and then tried to make her voice sound a bit more scratchy saying again, "Water?"

"Right," the first guard nodded, "Get her inside. I'll radio the infirmary. You're cleared."

She'd almost forgotten, but right before the guy could touch her she remembered, only because Harry had kept reminding her over and over that if she gets asked for clearance, she's supposed to ask for it back and pay close attention to the words, because if any of them are 'omega' or 'alpha' she was in trouble. She jumped back and leveled her empty rifle at the first guard, absently pushing the other one away, and shouted, "Clearance! Don't make me ask twice!"

The suspicious one finally lowered his weapon, while the other looked like he was about to start shooting her on principle. "IO Level 2, Charlie Whiskey 7 Niner Niner Papa Papa Sierra Ditto. Report to the infirmary, you're cleared."

"Don't play games next time," she growled at him as she went past. "I had a bad night. And I know the way to the infirmary!" She breathed a sigh of relief when she was not confronted any further and made it into the base with no other problems.

Until she actually stepped inside and found the base on high alert and everybody running around with something to do. Her standing there looking lost and confused just made her stand out, she knew it, but she couldn't help it. Somehow she managed to break herself out of her stupor and decided to stick with the story she'd told the guard outside and made her way to the infirmary. At least then maybe she would get an excuse to get out of this constricting armor. It was starting to chafe.

Before she could get that far, however, she was conscripted to 'help out' in 'fortifying defenses' against the GenActives that were running around, and instead of going to the infirmary was put in an elevator with a whole squad of red uniformed Keepers, which kept going down and down and down, her fear rising with each floor they passed. Fortunately, Keepers weren't much for small talk, at least not while in elevators, so she merely hand to stand there with the rest of them, holding onto her 'weapon' with both hands, and wait for the doors to open. Thankfully for Caitlin's nerves, that happened sooner than later and she marched out with the other Keepers, quickly recognizing that she was now in a part of the base she'd never been in before.

At each turn, the larger group of Keepers broke off into smaller teams, some to search rooms or long corridors, others to merely stand at designated posts. When the turn came up for an area marked 'Detention Center', Caitlin decided to take her chance while she could and stepped out from the main group as others had before. Nobody stopped her or called out as she kept going and didn't dare to look back. However, she quickly came across a whole new set of problems shortly down the path she'd taken. Namely, lots of big, locked, sealed, and heavily reinforced doors with sophisticated code locks on par with anything the government could possibly have on everything they considered 'Classified'!

It certainly didn't help that there were mirrored observation windows next to each 'door' (Honestly, calling it a door was like calling the CIA in Langley, VA a 'normal' office building) that showed what was inside these Detention Cells. For some, they held monsters, deformed and hardly human, some raging in their imprisonment, some weeping in the corners, some just standing there not moving at all. What was worse were the ones that did not hold monsters, but instead ordinary humans, most all of them children younger than her!

She wanted to help them, especially this one boy who was sitting on his bed, crying, huddled up into a ball. It broke her heart to see him there like that, but she remembered the rest of the plan she and Harry had come up with. He already knew about these prisoners, somehow, and he fully intended to rescue them as well as the other students. So, she was asking herself, why hadn't he?

The base being on full alert like it was clearly said that Harry had been busy and indeed freed the other students, but why not these people? What had happened to Harry? The one person out of all of them that actually had an idea of what was going on here, a plan on how to get out, not to mention the means to successfully evacuate all these people and take them to safety, and he'd disappeared on her! With that in mind, though it broke her heart to do so, Caitlin turned away from the crying young blond boy and resumed her search for her friends.

_Threshold's Torture Chamber_

_Same Time_

"AAAHHHHH!"

Grunge had been screaming off and on as Threshold off and on used different types of energy from the tools at his disposal and sent it coursing through the naked tattooed man's spread eagle body. He'd even started rotating him as the energy (electricity, plasma, radiation, gamma, x-rays, ultraviolet, infrasonics, and more) was pumped through the machines and through Grunge's prone muscular form. Of course between the different types of energy, he always submitted him to the 'default' of Threshold's own pain-inducing psionic energy. Other than getting him to sweat and screaming every time, nothing much had happened.

They were all arrayed so they could watch helplessly as he tortured each of them. Grunge, at the moment, was at the center of the room and latched to some technical machinery by his fists and feet. Bobby, aka Burnout, was in a thin tube of greenish colored fluid, wearing only a breathing mask as his hands and feet were latched to the top and bottom of the tube respectively, and a good thing too as the tube wasn't very wide and if his arms had been down he wouldn't have fit inside it. Harry, on the other hand, was lashed to the wall with cold iron chains crisscrossing his body, while his hands were held above and behind him with power-dampening manacles. The girls were kept next to each other, across from Harry, both stripped naked, their hands kept in the same power-dampening manacles as Harry and in the same position, forcing them on their knees, arms stretched above their heads, leaving their breasts to hang free while giving them zero leverage to even try and pull against their restraints. If he wasn't being tortured at the time, Grunge might have snuck a few more looks than he already had, but it was tough to enjoy the view with a prick like Threshold to ruin it. As for the girls, well they just wished they'd been left at least one arm free, to help cover their nudity if nothing else.

Trying to keep her head down as much as possible while she did it, Roxy leaned over and whispered to Sarah, "We've got to _do_ something, Sarah! Grunge can't take much more of that torture."

Keeping her voice low, Sarah whispered back, "Do what? These Neuro-Bands are dampening our powers, and I've got zero leverage to struggle, let alone break free. I'm not Kat here!" They both clamped their mouths shut as the screaming came to a stop and Threshold stepped out from behind the control console.

"I really am disappointed with you, Grunge," Threshold said, hands on his hips as he looked over his inverted prisoner. "I was positive that you were going to be GenActive, and yet you've still failed to manifest your powers! Why _is_ that? I'm never wrong about these things."

"You know..." Grunge said rather weakly, "my teachers always said... I was an underachiever..."

"Still the comedian, eh?" the blond smirked, getting right up to the punk's face. "You surprise me, Chang. You must think you're pretty tough."

"I'm just full of surprises, Threshold," Grunge replied woozily. "And I'm tough enough to stand up to a government _dweeb_ like you!"

"For your sake, Chang," Threshold said, a gleam of anticipation in his eye, "I hope that's true." He then raised his hand, and everyone gasped, recognizing the sign for what came next. "Your see, if you can't live up to my expectations..." Threshold activated his powers and began to pour psionic energy into Grunge's weakened body with a horrible sound of an electric field going into high voltage, "...then you'll simply have to _die_!"

"**No—**_**YEEEAARRGH**_!" Grunge screamed, cutting off his own protest as his muscles twitched and jumped uncontrollably and pain like he'd never know before tonight flooded his system.

Harry couldn't watch this for much more. Unfortunately it was looking like he didn't have much choice, as the cold iron holding him down seemed to be quite effective. He'd tried Disapparating three times already, each time left him feeling drained and near-paralyzed, and still wrapped in chains. He'd tried using his remote casting skills, maybe light up a Lumos spell, or a blasting curse, or something from where his wand was being kept, but no matter how long or how hard he tried, nothing happened. In fact, he could feel his magic going into the cold iron as opposed to either of his wands.

He'd never encountered something like this before, but given that the material was basically anti-magic and he'd lived half his life thus far in the Wizarding World, it really wasn't that much of a shock. No wizard or witch alive, even the dark ones would allow something like this anywhere _near_ them! What was such a shock, however, was how Threshold knew he was a wizard and to apply such precautions in the first place! His sister, Nicole—Bliss—had never so much as hinted at being aware of the magical world, let along that she knew he was a wizard. And though Threshold seemed to have been able to enter his mind where Bliss could not—for very long at any rate—Harry could count on one hand the number of times either of them had actually succeeded in breaching his mental defenses, and preparations like these required longer than the time they'd had since they'd last penetrated his Occlumency shields.

Which meant that Nicole, all of them, had been lying from the start. They knew he was a wizard, knew his true history, and made the mistake of underestimating him allowing him to keep his wands and other magical devices for all this time. Obviously, they'd learned their lesson and were prepared this time.

Magic no longer an option, he turned his focus to his new-found GenActive powers that Threshold was going on about. Unfortunately, Sarah was right, the Neuro-Bands on his wrists kept him from being able to trigger the cold sensation—his super speed—as he had before. This did not leave him with a lot of options.

Almost none, in fact. But then, almost none is not absolutely none...

Unfortunately, what he could try would take some time and if Threshold caught him at it, then it may as well be no options period. So, he'd been waiting for moments when the blond bastard was distracted, such as now as he was torturing Grunge.

He was trying to use a combination of his new powers with his magic powers. Yes, the Neuro-Bands kept a full manifestation of GenActive powers from happening, and yes, the cold iron chains drained his magic faster than he could use it. The key was in the way they worked really.

Neuro-Bands send an electrical impulse through the nervous system targeted on the part of the brain where control and access of powers was found to originate, even in the ones that just happened to have bigger muscles or a different bone structure, disrupting that part of the brain turned off the powers. Mostly. As with anything having to do with the mind, it is possible to push past a disruptive influence, like pain or tingly electric sensations, and focus on what you want to do anyway. Eventually the pain or distraction or whatever will break your concentration again, but if the goal is short bursts of intense focus, that's doable.

With cold iron, however, that's more like putting a really hot sponge next to where your shooting a jet of water. Whatever the sponge doesn't absorb, the heat it gives off will evaporate. But that, he figured, is only when you use the same amount of water as from a squirt gun or a garden hose. If you were to use a fire hose's or geyser's worth however...

Also, he wasn't exactly trying for any particular spell or power, rather he was pumping as much raw magic through his hands and wrists where the Neuro-Bands were, hoping that he overwhelmed the effects of the cold iron enough to cause a bit of accidental magic. Cause if there was one thing he knew, it was highly advanced technological equipment and accidental magic really didn't mix well. Although, it really wasn't 'accidental' if he was trying to force it, was it?

The end result he found himself working with was that for instances at a time, he felt the cold sensation of his super speed power kicking in, but only for a couple of seconds at a time, and threatening a very real case of magical exhaustion. However, he did manage to get a spark from the Neuro-Bands after building up and then unleashing a magic burst, which without the chains probably would have blown up half the base, at the least. Realizing what he could do with that, he did his best to time it so he unleashed the next magic burst at the same time he was focusing and triggering his super speed. This helped him twice over, the first because if he was successful, then the spark happened in less than an instant of real time and Threshold wouldn't notice it amidst the energy being poured into Grunge at that moment. And two, when sparking, the Neuro-Bands were essentially overloaded, which meant shut down, albeit for only 'seconds' at a time, but it gave him more time at super speeding his way out of the things. Vibrating his molecules seemed to be outside his scope, for the time being anyway, but pulling and tugging and slamming them against everything hard within reach should be enough to take them out of commission permanently. Er, eventually.

It was the best he had for the time being. He just hoped that his magic, and Grunge, could hold out long enough for him to actually get free. Otherwise they were really in trouble.

_Detention Center_

Nicole Callahan was making her way back to help her brother with the 'latent talents', but there was the matter of the base evacuation underway, and much as she liked her Chippendale boytoys, she wouldn't trust them to pack a toothbrush, let alone all her precious items, such as clothes, make-up, and most importantly her shoes. That now taken care of, she was making her way back to the torture chamber, looking forward to seeing what else she could get from Potter.

She wasn't about to touch the one called Grunge, for one his name was very accurate and even she had standards. The Spaulding girl hadn't manifested either last she checked. Might be fun, breaking in an 'innocent' girl like that, especially one who thought she had already seen it all and considered herself jaded because of having a less than ideal childhood. Might even get her to manifest before she went insane from the experience.

Idly, Bliss wondered if Potter was still under the very false impression that she was working with him to free everybody and take down the IO from the inside. It had been a fun little tale she'd spun him back in London, how she was undercover with some nameless oversight committee and how she needed his help to get proof of the crimes being committed by Ivana and her ilk, how she just needed him to do the legwork and stay undercover while she contacted the authorities and got them to come arrest all the bad guys while he would then be free to go do the super hero thing he was on the path for already. She laughed herself to sleep some nights, reaching out to his mind and sensing his thoughts of how to 'help' her and her bosses.

That he'd then gone and actually collected incriminating evidence and succeeded in rescuing over seventy-five percent of the subjects, well that had her laughing for whole other reasons.

On her way past one of the caged mutated freaks they kept down here, she caught sight of a Field Unit Keeper running across the hall just out of the corner of her eye. It caught her eye for a number of reasons, the primary of which being that Field Keepers didn't come to this part of the base, and if they did, they had the decency to change uniforms. The other thing was that this particular female Keeper was taller than her, and her uniform fit like a plastic bag that was stretched to the ripping point. No woman on this base was taller or wore tighter clothing than her, not even Ivana!

Turning, she reached out with her telepathy and was quickly rewarded with the mysterious imposter's true identity! "It's Fairchild!" she screamed to her attendants, she never went anywhere without them. "It seems my dear brother underestimated her resolve!"

Turning the full might of her psionic abilities on the unprepared girl, she said as she blasted the stolen uniform right off her body, "You may have eluded Threshold, Fairchild, but you won't escape me!"

"AAARGH!" Caitlin screamed, getting knocked back by the force Bliss was unleashing upon her, the only sign an ethereal blue glow from around her head and eyes. The Keeper uniform tore off with a distinctive ripping sound that coincided with the energy discharge from Bliss's powers.

"The name's Bliss," Nicole introduced herself after the girl was on the ground, "though that's _not_ what you'll be feeling!" She cut the blast short once she saw Fairchild was on the ground, partly because unlike her brother, it was a strain for her to use her psychokinetic talents, but mostly because she no longer saw her as a threat seeing as she was on the ground and disoriented. Of course she was also completely ignoring the fact that if anyone else, even one of the fabled Gen12, had been hit with a psychic blast of that magnitude and focused strength, they'd be bleeding from every hole in their head, if not no longer have a head at all. Caitlin, though groggy, was already coming around and looking as though she had nothing more than a headache, a bad one, but just a headache.

"Get a Keeper Team down here to restrain her until my brother can pick her up for containment," she ordered her Keeper escort, while her boy toy stood dutifully off to the side.

"Yes ma'am," the Keeper acknowledged, already radioing for backup.

"Unnngh!" Caitlin groaned, pushing herself up off the floor. "My head! Feel as though... I just got hit... by a train!"

"Mistress," her boy toy said, "She is getting back up."

"What?!" Bliss turned and saw that Fairchild was already on her knees and standing back to her full height "Impossible! After a blast like that, she should be down for more than an hour!"

"That," Caitlin said, anger rising within her, "Really. Hurt. I guess we wouldn't be the only ones transformed by a program like this, and it only makes sense to hire SPBs," she charged and shouted, "TO _CONTROL_ SPBS!"

"Eep!" Bliss squeaked, and made a run for the containment doors at the end of the hallway. A brief touch to the Keeper had him moving to block the angry redhead and ensure that he would do whatever it took to delay her for as long as possible.

"Hold it right there—urk!" the Keeper pointed his weapon at Caitlin, only to have her forcefully yank it out of his hands and then hit him in the face with the but of it, shattering his helmet and sending him flying through the doors just as they began to shut.

"Heh, look, I was just kidding, Fairchild," Bliss said nervously from the other side of the doors, finger already pressing the button to close them. "I was just going to take you to your friends." The doors began to close, faster than even Caitlin could get through them. "_NOT_! There's no way you'll ever break out of these containment doors, sucker." By then the doors closed with a resounding slam and then hydraulic hissing as they sealed shut. Caitlin frowned and turned her back on the sealed door.

"She irritates me," the redhead said to herself as she tried to fix the torn sleeve of her outfit, forgoing stealth in favor of just getting to her friends as quickly as possible by this point.

_Threshold's Torture Chamber_

"I...I'm getting kinda... bored, Blondie... Don't you... know... any other... games... we... can... play?" Grunge warbled, his voice—not to mention the rest of him—exhausted from the sound of it.

"Very good, Chang! Defiant to the end. Well, the game's over, my friend." Threshold said, holding Grunge by the scalp with one hand, and holding the other up, a blue-white electric glow coming from it. "It's time to put all our cards on the table." He began to move the glowing hand closer to Grunge's head.

"Hey?! What are you...doing to me—!" Grunge warbled, but Threshold interrupted him.

"It's time for you to manifest..." He then actually plunged his electric-glowing fingertips _INTO_ the front of Grunge's skull, unleashing a scream the likes of which none in the room had ever heard before, and far louder than anything Grunge had screamed before. "... or die!"

Roxy couldn't stand anymore. Tears running down her face, she screamed at their torturer, somehow still able to make herself heard over Grunge's screams. "_Stop it_! Stop it, you creep! Stop hurting him! Leave him alone, or so help me... I'll _kill you myself_!"

Whatever it was, her anger, her words, her tears, it worked. Threshold let go of Grunge, who hung there limply, barely even conscious by this point, and turned to look at the naked young girl. He then put on a look of mocking surprise and put one of the fingers he'd been using to cause immeasurable pain to Grunge close to his mouth in a parody of dismay. He then, with the same mocking attitude, said, "Ooooh! I'm so afraid!"

Switching moods faster than a light switch, Threshold lashed out with his powers, disabling and removing her restraints, before wrapping his power, the visual aspect looking like lightning-like blue energy, around her throat like a noose and lifting her up by it. Roxy tried to thrash her naked body against the unseen force, but it was more than just unseen, it wasn't physical at all, so there was nothing to struggle against.

"_AIEEE!_" Roxy screamed, terrified and panicking.

"ROXY!" Rainmaker shouted, foregoing any attempts at modesty and started struggling against her restraints like a she-wolf in a trap.

"If you feel that strongly about it, why don't you come over here and join him?" Threshold said, floating Roxy above all their heads. Her hands were still at her throat, trying to pull whatever was choking her away from it so she could breathe, but it was having no effect.

"But ask yourself, girl—Is he worth it?" he asked, his tone dark and foreboding. Her legs were kicking out, trying to find some purchase, but there was none in the open air, and as her energy waned they began to slow and before long could only shake and hang there.

"EEERRGH!" she choked, but she wouldn't give the bastard the satisfaction, and so using everything she had, between choking gasps as she hung there in the air, nude, held up only by her tormentor's power, she gasped out her answer, "Ye... _yes_... gak!"

"Roxy?" Opening his eyes, Grunge saw what was happening, literally right in front of him. "_ROXY_!" He couldn't hold back anymore. Energy surged through him as his rage was unleashed upon the world for the first time in years. Starting at his right wrist and then spreading to cover the whole rest of him, his body transformed into the same material as his restraints, and given how much stronger the metallic alloy was than human flesh, it was easy enough for him to rip himself free.

"Let her go, you stinking _Pus-Wad_!" Grunge cried out, charging full steam ahead, warning be damned.

"Ha ha ha!" Threshold laughed, not bothering to look behind him as he said, "Give me one good reason why I should—NO!"

The older Gen Active's instincts warned him at the last second, but it was far too late as a robo-metal-Grunge slammed into him with a solid left punch, sending him flying into the far wall, knocked out instantly.

"Manifest _that_ asswipe!" he called out. A beat later, her looked down at himself and remarked, "Hey! I _did_ manifest! Friggin' A! Hey guys, check me out! Guys?"

Of course with Threshold unconscious, his powers were no longer active, and Roxy started to drop from over fifteen feet in the air. "Hey! What's going on—?" was all she had time to ask once gravity took hold.

Harry, of course, had been witness to all of this and while he knew the younger girl probably couldn't be killed by such a short fall, at this stage of the game they couldn't afford even a small injury like a sprained ankle or broken leg. Also, with Threshold down and out, he didn't have to hold back for fear of discovery anymore and unleashed everything he had in one go, magic and GenActive powers together! The Neuro-Bands practically exploded from around his glowing fists, and then he was moving as Roxy was only a couple feet from the floor while he started halfway across the room.

He was under her and caught her half a foot from her cute nude butt hitting the cold metal floor, and then stood with her in his arms, slowing back down to 'normal' speed. He did his best to not look, mostly by staring straight ahead and remembering where they were and how they needed to get out of there, preferably as soon as possible, if not sooner.

"—Whoa!" Roxy gasped as she found herself cradled in Harry's arms. "Where'd you come from, studmuffin?" she asked as he allowed her to stand to her feet.

Harry wisely kept his mouth shut and turned to start looking for their clothes, while Grunge came up next to her, saying, "Roxy! Speak to me! You all right?"

Smirking to herself and out of his view, the teenage girl decided to take advantage while she could. Ducking her head, she turned and leaned her full, naked, unclothed, fully developed body against his, equally naked, (not to mention transformed) and well-muscled body, giving a soft moan like she'd fallen against him instead. "_Ohhhh_..."

He held onto her for a couple seconds, which turned longer when she suddenly jumped up and hugged him tight around the neck, taking the opportunity to rub as much of herself as she could against his still steel-clad chest. "Grunge! That was so romantically cool! You manifested your powers just in time to save my life!"

"Uh, well, you're welcome Roxy. It was nuthin', no sweat," he said, blushing a bit as he scratched the back of his metal scalp in embarrassment.

"You're my Dude In Shining Armor, Grunge," she whispered, holding him close. "If there's _anything_ I can do for you..." she trailed off suggestively.

"Yeah, before that," Harry gladly interrupted by throwing their clothes at them, "how about we focus on getting out of here, alive and preferably with no more torture to go through. And for Merlin's sake, put some clothes on you two! Roxy, help Sarah out of her binds, Grunge, help me with draining Burnout's tube here."

"Whoa, dude!" Grunge recoiled.

"Don't even go there!" Harry growled. "Bad enough you've seen all the girls without their clothes now, you'll be lucky if Kat doesn't literally rip your balls off while Sarah fries them with her lightning!"

"Uh..." he gulped and quickly put his pants on while moving over to help get Bobby out of the life tube filled with flame retardant fluid.

Ten minutes later, they were all out of their restraints and dressed in their clothing they'd had on before, which thankfully had just been removed and tossed in a box in the corner, and not cut off or thrown into an incinerator somewhere. They'd also put Threshold in his own set of Neuro-Bands and left naked in a compromising position or two. Point is, even if he could use his powers upon regaining consciousness, he wouldn't be going after them too soon.

A few minutes after that, they'd finally gotten the door open and were walking out into the hallway, where the alarms were apparently already going off. Though, judging from the lack of Keepers waiting for them right outside the door, it was clear that it wasn't for them.

"Sounds like trouble," Rainmaker said, putting her leather jacket on over the red and green suit that somehow enhanced aspects of her powers while protecting her physically, and it breathed like Egyptian Cotton! "So what's our next move, people?"

"I'd be happy finding the quickest way out of this place," Bobby replied, looking up and down the hallway, back in his plasma-proof red and yellow costume.

"Just what I was thinking, Burnout!" Grunge agreed. "If we're lucky, maybe we can still catch up with Caitlin on the outside. I just hope she's doing OK."

"Yeah," Harry said after a loud clank sound, followed by a vibration cut in between the klaxon alarms, "I'm thinking she's going to need our help more than we need hers right now."

"Why do you say that?" Roxy asked, suspicious and already chugging away at some cigarettes she'd swiped from Threshold.

"Because the plan was if she didn't hear from me by morning, to come in after us and make as big a distraction as possible once she was deep enough into the base—" There was another, louder sound of metal tearing and an accompanying vibration felt throughout the whole base no doubt. "—and that is probably her right now. Let's go guys! I've got a plan and it is going to need every one of us to pull it off!"

END (4 of 5)


	5. Final Fight For Freedom

HP-Gen13: Chapter Five _Final Fight For Freedom_

Fairchild ducked under he Keeper's gunfire and then rolled around into a side room. Somehow, she'd gotten from the Detention Center to the barracks portion of the base and found herself in some locker room. Hiding behind the steel containers offered some cover, but she was pinned down and there was no obvious way out of the room except for the door she'd come through, which was even now being shot to hell!

Then they threw a grenade in after her.

She was just grateful that her friends weren't with her at that moment, because there is no telling what her reaction might've been and she feared she would have frozen and they would be dead, though she certainly hoped she could react appropriately and put them behind shielded cover in time. Not a lot of time as three seconds after it landed in front of her face, it exploded, the confined room and reinforced metal of the lockers shaping it to be more intense and blasting her back through the wall!

She actually blacked out after that point. As strong and apparently as tough as she was, force and energy still affected her as with any human and though the shrapnel may not have pierced her skin, the force of the explosion still messed with her equilibrium and basically made all the fluids in her body, especially her blood and brain, slosh around like carbonated fluid in a blender for a few seconds. End result; loss of consciousness.

When she came to, it took her a few moments to figure out what had happened exactly. She was in the trash, specifically the dumpster right under the tunnel she'd fallen through. And what's more, she wasn't hurt!

"The grenade!" she exclaimed as the memory came back to her. "It blew up... and I'm still alive! I'm not even scratched! Wow!" A brief examination of herself proved this to be true.

A noise drew her attention to her left and toward the open desert. She recognized that sound, it was the same as those hovercraft jets that had chased them into the desert the night before. Luckily the sun was setting by this time, so after freeing herself from the dumpster, she quickly dove for the shadows between several other trash receptacles before they could get close enough to see her.

They approached and began shining searchlights on the area, first at the chute where she fell from and the dumpster she'd landed in, and then on the surrounding areas. She crouched down and scooted further back into the shadows. She could hear them speaking to each other over their radios, even over the noise of the twin engines. Apparently more than just her strength and body were enhanced by her transformation.

"Looks like we have confirmed that the target is Gen Active, so keep on your toes," the first one ordered.

"Roger that, Sarge," the second confirmed. "I got nuthin' on visual, just tons of garbage."

"Switch to Infrared on your Heads Up Display," came the reply.

"Roger that," he said. He must have done something with his instruments because the next thing Caitlin heard was, "Hey! I got a lock!" The next thing she knew, the spotlights were pointed right at her.

Panicking, Caitlin ran for it. She vaguely heard the leader order, "After her, I'll fly your wing!" She stopped paying attention after that, too focused on getting away. Seeing her best bet, for the moment, was the open terrain of the desert, if only to keep from being ambushed, she ran full out away from the Genesis Compound, the two fliers in hot pursuit.

They quickly caught up, not being troop transports they were faster an more maneuverable than the ones that had chased her last night. Not having her friends around her to worry about, she ran flat out, holding nothing back this time around.

"Hoo-whee! Look at her go!" the closest pilot shouted over the comms.

"Geez, I'm clocking her in at over 60 miles per hour!" his commander reported back. "Facilitating capture of Gen Active target... now!"

Caitlin didn't hear the command so much as the bang of the capture net being launched from its gun. She jumped down and changed her direction the moment after she heard the sound, and a moment before the net shot through where she'd just been standing. She tried to do a bit more zigzagging, but the truth was that fast as she was, those fliers could reach just under Mach 1, and there were two of them. The next net launched did get her, but for whatever reason the pilot couldn't pick her up and wound up dragging her along the desert floor for a mile or so. Having had more than enough, Caitlin got her feet under her and growled out while yanking at the cable holding the net, "Cut it out! I! Said! CUT IT OUT!"

The flier crashed and exploded in front of her. The other came at her with a scream of rage and his guns firing, and they were not rubber bullets. Having learned from her first rodeo, she didn't hesitate in getting out of his line of sight, picking up the first heavy boulder she could find, and chucking it at him as hard as she could. Before she could do much more than breath a sigh of relief, a rocket flew past her face and exploded only yards behind her. Startled, she turned to face her newest attacker.

It looked like a robot, but from the way it moved as well as the fact there was a viewport on the front of it instead of a camera told her it was probably a suit or armor. It was also carrying around a hand held RPG launcher like what one would see on a tank or something! It certainly didn't help that the thing was on some kind of hover glider thing of its own. Not wanting to risk another close call, Caitlin turned and ran, though she did make sure it was at least back in the direction of the base. She wasn't abandoning her friends just because she'd run into a little bit of trouble!

Three more explosions on either side and right behind her told her that the armored tank or whatever was following her. Amazingly, the other jets and fliers she saw taking off from the base, none of them were heading in her direction, instead heading out toward the open desert and the mountains. The next blast though, it hit a bit closer to home than she would have liked. She felt the force of it like it had been at her heels, though in hindsight she figured it must have at least been ten or more feet back, otherwise, new invulnerability or not she would definitely be dead if not vaporized. As it was, she was picked up and carried by the blast, knocked forward to the ground and skidding along the desert floor about fifty yards or so.

"That does it," she growled, picking herself back up. Turning to face her latest attacker, she only took a few moments to gauge speed, angle, and distance before jumping as close as she could to where it would be. Amazingly enough, her jump was more than accurate enough and she landed on the front of the robot tank armor whatever it was. Between the extra weight, and the fact that she was blocking the viewport, the pilot quickly lost control and it wasn't long before they lost altitude and crashed. By sheer coincidence, they landed on the top of the Genesis Compound, right in the middle of the air strip.

"Oh dear, dear oh me," an accented voice came from the speakers of the robot tank. "My vhat big nawtee girl you have become liebchen!"

"Helga?" Caitlin exclaimed, shocked.

"Ja darleeng, your Helga," she replied over the speakers, "I who nurtured you made you what you are must now destroy you!" The robot tank armor began to stalk forward menacingly. It certainly didn't help that all the soldiers on the deck were arming up and pointing their weapons at her. She could even see a couple jeeps headed their way from the main hanger.

"What is happening here? What are you doing?" she demanded, backing up a few steps as the tank armor approached her.

"Dat I cannot tell you liebchen," Helga responded, picking up a random piece of machinery left out on the deck. "I can only say dat too much blut has been spilt, and blut must be answered wit blut! You are my favorite liebchen. I'm sorry."

With that said, she threw the heavy machinery right at Caitlin, intending to turn her into a stain on the deck plates. She would make sure that the stain would never be cleaned, so she would always remember. And then Caitlin _caught_ the metallic object, and held it easily! What was even more amazing was that she pushed back against it with _greater_ strength than the robot tank armor could utilize on its own! The trolley was bent and soon smashed to pieces, shrapnel coming back and tearing into Helga's armor!

"Holy Heavens! Nein!" she cried out as she was forced back, thrown back far enough that the jeep coming up as reinforcements couldn't stop in time and flipped after running over her. Caitlin then caught the abandoned jeep mid-flight, though it had built up enough momentum that it skidded back and she had to lay it on the ground to keep from flipping over herself. It also provided an adequate shield against the sudden hail of bullets being sent her way, so there was that.

Once she had it under control, with a bit more effort she grabbed the axles and picked it up. Aiming, or at least trying to, for right in front of the major grouping of shoulders, she heaved as hard as she could, though perhaps a bit too much as her strength seemed to hit another surge at that moment and she lost control, slipping to the ground, while the dilapidated jeep went flying _through_ the Keepers and kept going until it knocked Helga's armor over again. This time over the side of the base.

"Oh no," she whispered. She didn't want to kill anyone but they... she... this was all messed up!

Getting back to her feet, she resolved herself to one course of action. Everything else could take a back burner to that. She had to rescue her friends and they all had to get away. After that... well, that was for later.

A tank rolled up a hundred yards away, its cannon coming to bear on her. Seeing them aim, she knew she didn't have much time, so she didn't bother thinking or over analyzing it, she just charged. Right before they fired, she managed to hit the rear track, knocking the whole thing off target, so that when it fired, the shot hit the next jet on the ball for take off, which quickly sparked a chain reaction until pretty much all the jets, and the two fuel trucks, on the air strip had pretty much exploded or were on fire and about to explode in very short order.

_Genesis Compound Control Center_

"We've lost visual with the flight deck, ma'am! Reports are coming in of multiple explosions, heavy damage, and casualties. Guard Post Six reports encountering with subject exhibiting full Gen Active capabilities!"

"Why is this so _damn_ difficult?!" Ivana screamed. Turning to the nearest Keeper Officer, she pointed at him and ordered, "Assemble a full Keeper Unit armed for SPB Engagement. Have them meet me topside in five minutes!"

"Yes... ma'am," the Keeper saluted and marched off to obey his orders, though it was quite clear he was extremely reluctant about it.

"Status on the invading aircraft!" she snapped at the radar officer.

"The intruders are still closing at forty-five kilometers. We have IO Fighters on interception course. … Hold it... Ma'am, I'm receiving a transmission from the intruder, demanding clearance to land. They say they have IO clearance and a warrant to search the Base... What should I tell them, ma'am?"

"Nothing," she ordered, a cold look on her face as she said, "Just shoot them down."

"... Y-yes ma'am," the officer replied, relaying the orders as was her job.

_Same Time_

_En Route To Flight Deck_

Four teens raced through the halls of the base, taking the stairs rather than the elevator. There used to be five of them from where they'd started on the detention level, but one of their number had taken off shortly after explaining a crazy plan to them, disappearing before they could stop him.

"Potter is crazy, we all know that, right?" Sarah Rainmaker asked the rest as they climbed the stairs.

"Dude, it took you this long to figure that out?" Grunge said from the front, at everyone's insistence.

"But his plan is..." she couldn't even finish the sentence.

"Yeah," Roxy agreed. "He's got a saving people thing. But he's right, somebody has got to help those people, and we're the only ones available. Besides, Kat needs our help too. Wizard can take care of the prisoners and the other students. We just have to get to the flight deck ASAP!"

"Would be faster if I could fly us up there!" Bobby grumbled from the rear.

"Yeah, and more explosive," the girl in front of him shot back.

Luckily, most of the base was on alert and taking the elevators or at their stations, so they had yet to meet any opposition on the stairs, and likewise the stairs were not monitored by the cameras. At least, not until you stepped out of the stairwell. Harry had warned them about that while showing them the fastest route to where Fairchild was last reported. At first, they'd all stuck together and tried to follow the sound of explosions, but they kept running into Keepers, and it was only thanks to their sixth member's new found super speed that they had yet to be discovered. That, and the red lights he kept shooting out of the sticks he held in either hand. He claimed they were 'advanced stun weapons' but he would not allow anyone else to use one. They'd each gotten a close look as he used them repeatedly to knock out the Keepers. They were just two sticks, pieces of wood.

It was also why Roxy had cemented Harry's codename as 'Wizard', copyright be damned. Anyway, after coming across the locker room and the hole in the wall, and the lack of further explosions in the base, the team shifted priorities and started working on how to get out. That is when Wizard remembered all the prisoners and 'experiments' he'd come across before. Right about the same time he started to argue the need to go back for them, they heard over the Keeper radio they'd... acquired about explosions and a Gen Active loose on the flight deck! The argument was kept brief, and decisions made quickly. Wizard would go back and free the other prisoners on the base the same way he'd freed the other students, while Burnout, Grunge, Rainmaker and Roxy would go and back up Fairchild.

Just as they reached the hangar though, they came upon an interesting scene. If you define 'interesting' as bad and trouble with lots of guns pointed at Fairchild that is. They almost burst in and made an announcement that most of them were now GenActive and that they were running free, well _Grunge_ almost did. Burnout and Rainmaker quickly pulled him back.

"We gotta help her, Burnout!" Grunge protested, trying to get past them and onto the catwalk overlooking the hangar once more.

"Grunge is right, for once—but we need a plan!" Rainmaker insisted. "We can't just barge headfirst into a bunch of Keepers!"

"How about we soften them up a bit first..." Burnout nodded and began to build up a fireball between his hands as he said, "... with a _Plasma Blast_!"

Rainmaker smirked and nodded in reply. "Good answer, Burnout! I'll juice it up a little with a containment field of pressurized air..." she said as she began to do just that. Before their eyes, the medium sized fireball Burnout had been working on grew and grew and kept on growing!

"That thing's _really_ gonna blow when it hits!" Burnout exclaimed with a manic grin.

"... and shoot it down on a jet stream," Rainmaker finished her statement with a flourish.

"You know, that was just what I was thinking we ought to do, Windbreaker," Grunge said with a pout.

"It's _Rainmaker,_ you reality-impaired Barney!" she snapped at him.

"I hope Caitlin's got her sunblock 2000 on!" Roxy commented as the firestorm Burnout and Rainmaker had cooked up shot out the stairwell and pretty much blanketed the hangar.

Meanwhile, moments before the teens' answer to "fire rain" was unleashed upon the occupants of the hangar, Fairchild was dealing with the consequences of 'sneaking' into an on alert base, namely everyone with a gun pointing and shooting at her. There were also tanks, apparently parked, but when they came to life and pointed their turrets right at her, she knew they were in fact manned.

Of particular note was that, standing atop the largest, and furthest back, tank was a woman with raven black hair and holding a cigarette like a 1920's femme fatale, dressed in a skintight blood red costume, a black suit jacket covering her upper body. Ivana had lost all patience and had fully embraced the idea of if you want something done, do it yourself. Pointing at the source of her frustration, she coldly ordered her men to, "Kill her."

Fairchild gasped, flinching back and certainly not willing to test her durability to thousands of bullets and multiple tank rounds, but there was no nearby cover and they'd sealed the doors shut after her entrance! Fortunately, before they could unleash their hailstorm of bullets and explosives, her teams hell storm descended upon them!

The men screamed as they were burned alive. Ivana, standing at the back, had a few precious seconds to see what was coming, and she didn't waste it, diving for the back and underside of the tank she was standing on, barely making it there before the fire washed the metallic behemoth in a torrent of flame! The fire stream didn't last long, less than half of what one would see from a flame thrower or incendiary device, but it did its job, which was to set everything flammable on fire. Moments after it ceased, the rest of the team came bursting out onto the catwalk overhead. Seeing her teammates alive and well, Fairchild smiled and quickly moved to disable the remaining Keepers.

"Yeah! You go Kat!" Grunge shouted from where he and Roxy were chucking anything they could get their hands on at the rest of the Keepers, while Burnout and Rainmaker had both taken to the air, the blond shooting down plasma blasts, and their Native American princess doing the same with lightning bolts. He then reached over and absorbed the steel metal of the catwalk, transforming himself into a steel version of robo-Grunge, saying, "I think my services are needed!" before jumping off and landing on the tank Ivana was still hiding under, nearly crushing her in the process.

"Bobby, Roxy, Grunge, Sarah—you guys are all right?" she called happily. "But I got a psychic message that you were being tortured by Threshold!"

Landing behind her while keeping an eye out for approaching Keepers, Burnout answered, "We were Caitlin—Until _Grunge_ manifested his powers and saved the day!"

"_**Grunge**_?!" she exclaimed while punching a Keeper down and out.

"Cool, huh?" the robot version of her teammate commented right before the remaining Keepers rallied and started firing everything they could at the available targets. Luckily, Grunge was standing between them and her, and Burnout's heat defense worked as well now as in the desert. "Be right back," Grunge said to the redhead as he approached the armed thugs, his armored form shrugging off the bullets like raindrops.

He then proceeded to, quite effectively, wade through the Keepers like Bruce Lee in _Enter The Dragon_, with some... personal additions thrown in for flair of course. Fairchild didn't even have to move from her spot, and Burnout and Rainmaker could only stare as their dimwitted teammate decimated the ranks more than their long range attacks had been. Roxy, still up on the catwalk, looked on with a very different emotion slowly growing in her chest... and other areas of her body.

Right when it seemed he had gotten them all, however, one of the tanks managed to move its turret subtly enough that no one had immediately noticed, and when the armored boy had dropped his guard, it fired almost point blank at his back. He wasn't killed, but it was all Fairchild could do to catch him, getting thrown back herself from the force he'd been launched with. She managed to arrest their momentum before they went too much further, but Grunge was knocked out, reverting back to human in her arms.

Unfortunately, they didn't have time for emotional outbursts, let alone basic First-Aid! The tank was still operating and the woman in red, Ivana, had climbed back to the top of it and ordered, "Fire!"

Not having much time, Fairchild acted on impulse, grabbing the first thing she could, in this case a broken helmet lying next to her, and chucked it with as much strength and accuracy as her new body could deliver. Amazingly, the helmet, at least two or three inches wider than the barrel, actually lodged itself inside the tank gun, at least a full foot down the length of the barrel. Less than a moment after it settled, the tank fired, the backlash of the round exploding inside the tank destroyed it, sending Ivana flying and blasting apart the catwalk directly above the tank, the same catwalk Roxy had been standing on!

"Waaahhh—whoa!" Roxy cried out, barely hanging on to the bent and warmed hand rail of the now demolished walkway. "This sucks! This just totally sucks! Ahhh!"

She'd been trying to pull herself up to try and climb to safety, but the added force tore the bent and twisted metal and she dropped into the raging inferno at her feet. Luckily, Burnout was still in the air and safely ignored the flames, grabbing her mid-fall and landing the both of them next to their friends.

"Roxy, are you OK?" Fairchild asked, concerned.

Still in Burnout's arms, the girl's eyes, which had been tightly shut expecting her death, snapped open and she practically exploded, emotionally speaking. "I want a super power too!"

"Brats!" a harsh voice screamed out from just beyond the burning wreckage.

Stunned, they all turned to stare, the shock clearly evident on their faces. Ivana, seemingly unharmed save for a couple smudges and fraying around her suit jacket, was walking toward them, completely unconcerned with the fire and death all around her. "You _miserable_ brats! Look at this mess! And... I just had these nails done!" She held up her bionic arm, casually ripping away the remaining 'flesh' that had covered it moments before. The kids all gasped in horror.

"Oh my god!" Roxy exclaimed, finally being put down by Burnout.

With no more warning that pointing the robotic monstrosity in their direction, Ivan fired the whip-like fingers of her bionic appendage in their direction. Fairchild was the first to react, knocking Roxy back over toward Grunge and Burnout and Rainmaker to either side before twisting away herself. Unfortunately, it wasn't fast enough as one of the 'fingers' got her across the cheek. She felt a sting, cried out in pain for a moment, but it wasn't until she held up a hand and saw that it came away bloody that it was driven home. Tough as she was, those things could rip through her flesh as easily as anyone's!

"Hmph," Ivana laughed, retrieving the whip fingers. "Shredder cord made of moleculerized razor wire! I don't get to used them very often. They can cut through steel like it was _paper_! I'm curious what they can do to my... prize students. Hahaha!" She then held the bionic arm above her head and as the teens watched the fingers began to extend and rapidly wrap around one another, until by all appearances she was holding, or more like her arm had turned into, a bullwhip a full three meters long with another half meter of 'cattails' at the tip.

"Oh crap!" Burnout exclaimed, getting to his feet and then the air as quickly as he could. Rainmaker made to help Fairchild back to her feet, but she was already rolling out of the way of Ivana's strike, and instead threw the dark-skinned girl out of the way and back over to Roxy and Grunge, the latter of which was only just starting to come around. All of them had the same thought at that moment.

'_We need Harry!'_

_Genesis Compound Basement_

Harry had just finished the Apparating out with the last of the prisoners he could safely get to. It wasn't easy, and he'd exhausted himself to the point of raiding the kitchens at least twice more, but it was done. All the children were back with their families, those children without families were with people they could trust or had trusted in the past and proven themselves, and the prisoners that absolutely did not deserve to be made prisoners in the first place had been freed with a variation of the same note he'd given the other Gen13 students. A quick Legilimency probe helped with that and meant he hardly had to slow down once he reached them.

In the process, he'd also learned of the attack by enemy fighters, kept track of the rest of the team's progress, and caught sight of the mess Caitlin had made of the flight deck. It was just after he'd returned to the Genesis Compound that he got his first clue that maybe, just maybe, his GenActive Power wasn't strictly speaking "super speed". He just so happened to reappear practically right in front of Bliss, and without thinking about it at all until after he'd already done it, he reached out, touched her bare skin with a single finger, and there was plenty of it on display, and she froze stiff.

Not as in she was covered in ice or her body temperature went down, or even like most forms of magical paralysis. Just be touching her for an instant, he'd somehow removed her from the standard flow of time and put her in one all her own, where one second is the equivalent of ten years. Stepping back and seeing that her 'time frame' remained even though he was no longer touching her, he actually had to pause and think about it for a moment of time. Time...

That's it, he realized. He wasn't actually super fast at all! He was just manipulating the space/time around his body! Making _his_ time frame faster than the surrounding natural time frame everybody else was in! As for his suddenly accelerated metabolism, well, in his last forages to the kitchens, he'd actually consumed less with each trip, though he'd been just as famished each time. Chances were good that once he'd had a moment to lie down and get some real rest, his eating habits would be back to normal.

Briefly recalling Caitlin's transformation, Harry took the time to find a bathroom and check out his reflection, see if maybe similar changes were happening to him, just slower.

They were.

Harry had always been rather skinny, and he hadn't had a real growth spurt until the end of his Fifth Year at Hogwarts, and while Quidditch involved more muscles than one might ordinarily think, he'd never been considered all that athletic looking. Since joining Project Genesis, that had slowly changed, and some actual muscle tone had developed during the training. Since the night initially began, he'd gained an inch and a half in height, his muscle tone had gone from average to athlete, he had a bloody six-pack! And his skin had gone from average caucasian with tan lines, to flawless evenly tanned _all over_, just like Caitlin. Something else he hadn't even noticed until he looked into the mirror, at some point during the evening he'd lost his glasses... and he had not even noticed. Just like Caitlin, his vision was perfect.

Speaking of; Harry had lost concentration during his musing and 'slowed down' to normal speed once again, which meant he heard the announcement over the base-wide intercom when the alert sounded.

"_ATTENTION ALL PERSONEL! CODE WHITE! REPEAT: CODE WHITE! EVACUATE ALL PERSONEL AND KEY ASSETS! HOSTILES INBOUND! ATTENTION AL PERSONEL! CODE WHITE!_" it then started to repeat itself.

"Right, that would be my cue to leave," he said to himself, flipping the mental switch that put him back at 'super speed' and hurried back to where he'd left Nicole. He was worried for a second that touching her again would reverse what he'd done, but a quick check confirmed that as with his own 'speed', he had total control over the 'speed' he'd put her into. After that, it was as easy as carrying a moveable mannequin.

The real trick was in tracking down and catching up with his teammates, hopefully in time.

Right as he was making the choice to either go up and check the flight deck, or head out the main entrance, an all too familiar sensation swamped his mind. This time though, it didn't originate from his scar, but rather everywhere else in his head _but_ there! A pain filled vision, intermittent, emotional, violent, but still clear enough that he got the message. It was Fairchild and the others. They were fighting Threshold in the open desert, not far from the base. He was overwhelming them with his raw psionic power rather than any skill or tactics, probably trying to cow them into submission.

If his head didn't hurt so bad, Harry might have snorted in amusement. Threshold didn't know teenagers very well, and his teammates even less. As the vision and the pain slowly faded the young wizard moved on, now that he knew where they were he could get to them quickly. He only hoped it was in time.

_A Few Minutes Prior..._

Ivana almost never got to cut loose like this, not because of a lack of desire or moral restraint, no mostly it was due to strict time management. Never enough time for the simple things in life. Things like lashing out with her bionic razor wire bullwhip arm, tearing up concrete, ripping apart solid steel, all while trying to kill one musclebound redheaded bitch!

It was all Fairchild could do to stay one step ahead of Ivana's crazy whip!

She feared that the thing might actually have a mind of its own from the way it sliced through the air. The moment she saw it moving even slightly in her direction, she completely changed her position, going entirely by instinct by this point, doing her best to keep the lethal appendage away from her friends. A couple of times it had shot over Roxy and Grunge's heads, and Burnout and Rainmaker were trying to help out in any way they could, attacking Ivana from long-range, but the whip cut through plasma as easily as it cut through everything else and it must have been insulated because nothing Rainmaker was doing did anything either. However, the crazy woman kept bringing her arm back around to target Fairchild. Perhaps because she was the real threat, perhaps because she was just that angry with her. Whatever the reason, it kept her moving and dodging more than trying to counter attack.

Fairchild tried to dodge by jumping overhead, or maybe reaching the beams of the ceiling, perhaps even forcing their attacker to tear open the roof, give them a means of escape. Unfortunately, as she'd feared, before she even got halfway there, the tendrils of the whip suddenly changed directions and a few of them managed to wrap around her booted foot! She screamed in surprise and fear when she felt the tug and was rather forcefully slammed into the ground, and then again, and then again, and then again!

Ivana had never had this much fun in her life. She tossed the troublemaker around for a bit, even used her as a mace to knock the other two troublemakers down and out, completely ignoring the other two. One was unconscious, the other hadn't even manifested yet, non-threats. Then she slammed Fairchild into one of the still remaining tanks, actually denting the armor from the force with which she'd struck! Amazing how none of her bones had broken from that alone, let alone all the other punishment she'd undergone this night, truly amazing!

Fairchild didn't waste the opportunity, grabbing onto the warped green metal with all her strength, pulling against the nano-fiber razor wire that had caught her foot. Ivana's eyes went wide, but she just smirked and pulled tighter while commanding the bionics in her arm to break the girls foot while pulling her away from the tank. Clearly, the wires were tightening around the muscular redhead's foot, but there were no sounds of breaking bones, only the whine of metal fatigue.

"C'mon Grunge! Wake up, we need you!" Roxy was prompting her unconscious dude in shining armor, trying to get him back into the fight.

"Roxy...?" he groaned, finally coming to.

"Grunge!" she yelled happily.

Sitting up and taking one look at the situation, the normally dimwitted GenActive took immediate action. He reached out (after sneaking up behind her across the hangar) and grabbed Ivana's bionic arm, instantly absorbing and transforming into the same material.

"You're a mean old lady!" he snapped at her before using his new form to tear off the robotic appendage from her arm, quite easily as well.

Screaming from the pain, Ivana stumbled back and looked fearfully between the five super powered beings in front of her, and the lack of troops to throw between here and them. Gasping from fear and pain, she ran for the nearest exit and after putting in her codes to seal the door behind her, jumped in the elevator and disappeared. Grunge reverted back to his human form, still flipping her the bird as he did so.

"Dude!" Burnout called.

"That's my hero!" Roxy hugged the now-human-again bare chested man.

"I've never been so happy to see someone in my whole life," Fairchild said honestly, restraining herself from actually hugging him while Roxy did so.

"Not bad, Grunge," Rainmaker said with a calm smile. "Not bad at all."

"Aw, thanks Farrah," Grunge said while blushing.

"Grrr!" Rainmaker growled with frustration.

The congratulations were over pretty quick when the sound and feel of explosions resumed, though thankfully from the outside of the building they were in. It took them a couple minutes to find a way out that wouldn't have the rest of the base down on their necks within seconds, but soon enough they'd made their way outside to the flight deck again.

"Sounds like the base is being attacked," Fairchild remarked as she climbed out of the service hatch they'd discovered.

"We won't last two minutes out there, super powers or no super powers," Burnout commented, referring to the massive explosions being traded between the base defenses and the attacking aircraft.

"Well we can't stay here," Rainmaker pointed out.

"Hey, we found Fairchild, helped her out, that was the plan Wizard came up with, right?" said Grunge.

"Yes," Burnout said overly patient. "Now care to share what the rest of the plan was, Grunge?"

"Uh..." he scratched his head, and then his face lit up, finger pointing up. "Oh! I know! We're supposed to get as far away from the base as we can and he'll find us and get us out of here!"

"Where is Harry?" Fairchild asked as they snuck around in the shadows, trying to find some way out.

"Where do you think?" Rainmaker said. "He's freeing the other prisoners, same way he did with the other students. However he did that. Not like we could have stopped him. I think he's getting faster."

"Wouldn't surprise me if we're all getting more powerful," she replied. "Guys!"

The redhead called their attention over to a landing pad a few meters away. There was a helicopter, untouched, just sitting there. Apparently the attack hadn't reached this side of the base just yet, but it was getting closer all the time. Seeing this, the pilot of the chopper finally lost his nerve and turned to run inside and cower beneath his bunk. Only to literally run into Fairchild's six plus foot frame and fall to the ground.

"Hey," Grunge greeted the man, whose uniform identified him as 'Murdock', "I think pilots are cool!"

A few minutes later they were all packed into the helicopter and it was taking off, headed away from the Genesis Compound and the attack on it at all due speed. Burnout was up front with the pilot, keeping his flaming fist pointed at the unfortunate soldier.

"Regulations... It's not safe and... You know, you all really should have parachutes," the sweating man said as he tried to gain as much altitude as possible, but it was like they were carrying a tank or something!

"Just fly," Burnout said threateningly.

"Woohoo!" Fairchild screamed into the open air. "We're free!"

Rainmaker, feeling much the same, let out a whooping cry. Roxy and Grunge both laughed.

"I want to go to Hawaii! Become one with the waves!" he called out.

"Hah! I don't think we have enough gas for that Grunge," Roxy told him.

"Whoa!" the pilot suddenly screamed.

"What the...!" Burnout was equally stunned.

The rest quickly looked to see what the commotion was about. Grunge summed it up quite well when he shouted out loud, "I do not believe this!"

'This' was Threshold, floating in front of and keeping pace with the military helicopter's speed. His arms were held out to the side and his cape was flaring out behind him, going _against_ the wind! Oh, and he'd changed out of his suit and was wearing a skintight uniform like the rest of them, though his was black with white highlights. He started laughing and 'looked' at the pilot. And just like the soldier they'd captured in the cave, at first it looked like he had a headache, then he started bleeding from his eyes and nose and ears, and then his head exploded.

Unlike when they were in a 'combat situation' in a dark cave where they couldn't see clearly, this was up close and personal! They all screamed, Burnout and Grunge just as much as the girls. Then, with a wave of his hand and nothing more, the helicopter practically exploded around them, just without the actual explosion. In hindsight, it was more like it was ripped to shreds!

"God, I hate that guy!" Roxy raged as she fell through the air. "I really, really, really _hate him_! AAHH!"

She continued to rant, ignoring, or perhaps not noticing that their fall had... well, had slowed down. To the point that it was more like they were floating instead of falling to their deaths. "Just can't let us alone! I mean I just want to get the hell away from here! Just let us go home already, but _noo_, he's five thousand feet up, just hanging there waiting for us! I mean, c'mon, won't somebody please give us a break!"

Looking at each other, they all shrugged. None of them were doing it. Rainmaker and Burnout, the only two that had displayed flight abilities thus far, both confirmed that it wasn't them. Realizing there could only be one remaining culprit, so to speak, Grunge decided to interrupt the girl's ranting.

"Hey!" he called, "Quit yer yammering and take a look around!"

"What?" she started and did just that. What she saw was the five of them and the debris from the helicopter slowly dropping to the ground at a fraction of the speed they were supposed to be. Whats more is that all the debris was more or less held together in a tight sphere, with _Roxy_ at the center!

"Hey! _I'm_ doin' that!" she said feeling rather smug.

"It's like we're in free fall," Rainmaker said as they approached the ground.

"Hm, Freefall," the bi-color-haired girl said thoughtfully to herself.

As gently as she could, considering it was her first time and all, she set them down on the desert floor, dropping her concentration the moment her own feet were on terra firma once more. Unfortunately, not _everybody_ was down and some of the debris was still directly over their heads, pelting them slightly as Earth's gravity took over for Roxy's, or rather the newly dubbed Freefall's artificial gravity. Fortunately, Fairchild was the only one hit on the head and she barely even noticed. Grunge, however, fell the last ten feet, landing in the dirt, while Burnout sustained his own flight and Rainmaker had managed touchdown alongside Fairchild.

"You gotta work on your landings," Grunge groaned from the dirt.

Taking a few moments to take stock of their state, Fairchild helped Grunge to his feet while Burnout landed next to Rainmaker who was brushing off some of the wires and glass shards that had stuck on her from the helicopter. Freefall, on the other hand, was actually looking herself over and practically groping her own body. When asked what she was doing, she replied, "Aw geez rats! I didn't get the killer bod like you did, Caitlin!"

Before anybody could reply to that, there was a sudden windstorm, though they all knew it was anything but. Moments later, Threshold landed atop some nearby rocks, his powers kicking up the wind as he did.

"Uh oh," Grunge grumbled as he got to his feet. "Looks like we've got company."

"I am pleased with you all!" his voice practically echoed with power as he remained aloft.

"What?" Burnout exclaimed.

"Listen to me, all of you!" Threshold commanded, "I'm here to offer you a chance to make your wildest dreams a reality! Don't you realize what we've all become?! We are the children of the future! We represent the next evolution of mankind, the next step toward godhood! Ours is the power to control, not only our own destiny, but that of the _entire world_! Join me and together we can rule the planet!"

"I think he's one taco short of a combination plate," Freefall whispered to Grunge.

"Yeah man, I'm hungry too," he replied.

"Oh gawd, Grunge!" she moaned, rolling her eyes.

"I don't think we want to be part of any future that includes you!" Fairchild said.

"Oh, and why not?" he asked, amused.

"For one thing, you enjoy killing too much!" she pointed accusingly.

"Wha... are you referring to that pilot?" he almost laughed. "He was as worthy of contempt as the ants beneath out feet!"

"You're sick," Rainmaker said.

"I think we're in trouble, guys," Fairchild said quietly. "This guy is completely insane!"

"No duh, Kat!" Grunge agreed. "Any way you look at it, we're headed for a showdown!"

"Fine by me!" Burnout shouted, stepping to the forefront. He was obviously still pissed at the torture they'd all been subjected to earlier at this man's hands. "Threshold's not the only one with around anymore!"

"Bobby! WAIT!" Fairchild called for caution. "He's just trying to—!"

"I'm not Bobby Lane anymore, Kat! Call me _Burnout_!" he yelled. "And it's time to see how Mr. High and Mighty Threshold stands up to one of my _plasma blasts_!" He then launched his most intense flames to date right in the one-eyed villain's face.

"Burnout, eh?" Threshold commented with a raised eyebrow. "Well, I guess I'll help you live up to that name—" his powers activated with a sound of electricity discharging as he psychokinetically redirected the flaming plasma blast back to its source, "—and send you to an _early grave_!"

"No—AAARRRGH!" Burnout screamed as he was knocked back by the unrelenting torrent of fire and psychokinetic force!

"If you won't join me," he said, rising into the air once more, "then I promise you _death_!"

"Whoa!" Grunge exclaimed. "Bit of extremist, ain't ya pal?"

"You can't just push us around, Threshold!" Fairchild said, standing up to the bully in front of them.

"Yeah!" Freefall added. "We got a few tricks of our own now!"

"Oh?" Threshold mocked them. "I am _so_ scared!" He then put his hands to his temples and visibly began to concentrate. It did not take them long to figure out what he was doing.

"Aaoohh!" Freefall gasped, holding her head. "The... creep's inside my head!"

"Nngh!" Rainmaker's eyes were shut tight as she held her own head.

Grunge was just standing there, staring blankly into space. Nobody could tell if that was a good thing or not. Fairchild, however, she was clenching every muscle in her body and whispering over and over, "Fight him! Fight him, Rox! Fight him!"

Soon it reached a climax as Fairchild screamed, both out loud and in her mind, with everything she had, "GET! OUT! OF! MY! _**HEAD**_!" There was a mental backlash and a physical real world reaction, actually knocking Threshold back a step, but the mental attack stopped instantly.

Fairchild dropped to her knees, exhausted in a way she'd never felt before. The others moaned, but stayed on their feet, trying to move past the headaches they were all feeling. They managed to recover before Threshold did fortunately. Freefall asking, "How'd you do that girl?"

"I don't know, but I'm not asking questions," she answered, moving immediately to attack as their adversary was down and there was no way of saying how long he would remain that way. She took a running leap, jumped and aimed a flying kick for Threshold's head.

Seeing the danger, the blond man quickly moved out of the way. He was trained in more than just how to use his powers, he was a martial arts master and a skilled soldier. Seeing Fairchild basically bury herself up to the waist from the force of her missed kick, he took the opportunity to mock her once more. "Oh, you're gonna have to be a little faster than that, honey!" He then sent a psychokinetic wave to 'help' her out of where she was stuck.

Just before the wave of force could reach her, however, she disappeared and reappeared next to the others with the addition of one more.

"Fast enough for you, Callahan?" Harry Potter, aka Wizard, asked pleasantly.

"Potter!" he snarled.

"Present!" he smiled and waved like a student in class.

"So there are six of you now, it won't change your odds of survival," he laughed.

"Don't count us out yet, muggle," Harry shot back. "Rainmaker, get to Burnout, help him out. Roxy..."

"It's Freefall now, Wizard," she interrupted.

"Freefall," he nodded. "You're with me. Grunge, Fairchild, hit him hard. Remember pizza night?"

They all, except Threshold, stopped and shot disbelieving looks at their teammate. "Please tell me you're kidding?" Fairchild begged. "That this is your way of making us laugh when things are dire and we need to keep a calm and steady head instead of panicking and letting our fear get the better of us. Please!"

"Nope, sorry," he shrugged, unapologetic.

"That poor man," Rainmaker said with pity as she made her way over to Burnout. "He has no idea what is coming. Pity."

"We're up first," Wizard whispered to Freefall.

"Wh-whu-what?!" she screeched.

"Ah, Miss Spaulding," Threshold laughed as he stalked closer. "Where did we leave off upstairs?"

Reminded of one of the worst experiences of her life, made all the more raw by just how recent it was, Freefall quickly got over her fear and began concentrating, activating her powers intentionally this time. Wizard shot her an appreciative look as it was the first he'd seen of her powers. The appreciation raised as she was surrounded by an electric-blue glow, covering her entire body and flowing like the flames of a fire. Threshold actually stopped, stunned and a bit taken aback as the last he'd seen her she still had yet to manifest.

All the loose debris and rocks around them soon took to the air and decided gravity moved in a new direction; toward Threshold! Seeing the projectiles moving, Threshold quickly took to the air, dodging them. She kept up the barrage however, managing to land some glancing blows that tore at his cape. Seeing this, he scowled and shot a blast of energy at her, unlike the previous this was clearly visible as a beam of light! Of course that could be because it was traveling at the speed of light, but fortunately there was someone nearby that could match that, or at least come real close.

Wizard moved Freefall out of the way right before Threshold's attack would have hit, and while she had her guard up and her gravity powers might have protected her, he reasoned that it was better not to take any hits at all in a fight, even if you could take them. He put her behind the flying menace, just out of sight, his finger on his lips before pointing at a pile of very sharp rocks he'd piled up right beneath their adversary. Nodding, Freefall reactivated her aura and focused on those rocks perforating Threshold like moldy Swiss Cheese!

Somehow, probably because he was just that good, Threshold sensed the threat and dodged out of the way, in the process catching sight of Freefall standing alone and unharmed. He thought he'd atomized her with his last blast, but there must be more to her powers than the obvious. "Very impressive, Roxanne," he laughed. "Given a little time and experience, you might prove to be a worth adversary. Too bad you'll never get that chance!" He brought his hands together and began to focus his power between them.

Right as the orb of glowing light began to form, however, he was assaulted from a new direction! A firestorm of plasma assailed him, losing his concentration on the psychokinetic attack as he shifted to defense. Looking past the flames, he saw Rainmaker and Burnout, _just_ outside his range, pooling their powers, his plasma blasts and her wind tunnel, and focusing it against him. "Hah!" he laughed again. "Impressive! Most impressive! But not nearly good enough!"

He focused his powers in pushing back the fire attack as he had the previous. To his shock he found that it wouldn't turn back! The most he seemed to be able to do with it was keep it at bay! How...? Before he could contemplate too long on the impossibility of their combination attack, he found himself dodging a new flurry of projectiles from Freefall. Those he could redirect, but in keeping up his defenses he could not spare the attention to send it back to its source. Besides that, the girl seemed to disappear and reappear every time he blinked! And worst of all, he'd lost track of Fairchild and Potter amidst all of this!

"Here's mud in your eye!" a voice screamed from right behind him.

Turning, he only had a moment to see a stone golem version of Grunge flying through the air right at him, screaming, "YEEAAARGH!" He hit with the force of missile strike. They both went flying off towards the larger rocks, the firestorm exploding in their wake.

"I'll crush you like an insect!" Threshold screamed into the stone-Grunge's ear, but before he could make good on his threat, he was, almost literally, between a rock and a hard place as they crashed into the mountainside of the Genesis Compound. They both rolled and fell and slid all the way back to the desert floor, Grunge not really getting hurt by the experience as he was solid stone at the time, but Threshold definitely came away with a few more bruises than before.

Grunge, of course, was the first one back on his feet and immediately charged the psychopath. "Enjoy the view while you can, Threshold, cause I'm the man who's about to rock your world back to reality!"

"You must be suffering from delusions of grandeur!" Threshold growled, getting to his feet as he psychically held Grunge in his grasp. "I'll admit, I underestimated your powers earlier, but you are still an insect, Chang! One I believe I promised to _crush!_" He broke off and then disintegrated the stone being's right arm, and then sent him flying, no doubt to bleed out as soon as he reverted back to human.

Now officially pissed off, Threshold made his way back to the rest of the insects, his aura a glowing corona of power about him as he broke the land speed record in a matter of seconds. Too bad there was somebody there that could break it in nanoseconds.

Threshold thought, for just an instant, that he saw Potter and Fairchild right in front of him, holding hands of all things, the next thing he knew, he felt like he'd just been hit by the Hulk in Extreme Pissed Off Mode! He might have even passed out as he was flying through the air. He came to a rather rude awakening, finding himself still flying through the air, over the river in fact, where a water-Grunge was hosing him down with the entire lake's worth of water in an unending geyser of force! The force of the water was so strong that _it_ was keeping him aloft more than his own powers were!

Then Freefall, Burnout, and Rainmaker were there and the next thing he knew he was drowning in mid-air as Freefall did something with the water's gravity that kept it around him, Rainmaker did something to keep it flowing and moving around him so his powers couldn't get a grip on the molecules, and Burnout of course just shot flames at it, setting it to boil him alive!

Threshold hadn't had this much fun in years!

Taking a moment to concentrate, ignoring the pain and heat and desperate need to breathe, he put his hands to his temples, and basically set off a psychokinetic bomb all around him. They fought it of course, Rainmaker and Freefall showing the greatest strain to keep the prison going, but they could not hold one such as him back! The watery prison and flames dissipated in the wake of his bid for freedom, but unfortunately it took everything he had, even what he'd been using to keep himself aloft!

Falling to the rocks below, he struggled to keep breathing, coughing out maybe a gallon or two of water in the process. Talented kids, he mused to himself.

Next thing he knew, Potter and Fairchild were in front of him again, and she had her hand around his throat, holding him up easily. "I could twist your head off right now, you know that?" she threatened him. "Give me one good reason not to!"

"I'll give you two," Wizard said before Threshold could even get the breath to try speaking. "One." The black haired green eyed GenActive vanished and then reappeared on the redhead's other side, with... _with his sister beside him_! She was frozen, not moving at all, as though in the middle of blinking at an unbelievably slow pace. How...?

"Two," Wizard said as he touched Bliss on the cheek and suddenly she was moving normally and jumping back, startled at her sudden change of location. She fell back into Rainmaker's arms and was immediately rendered insensate by the girl's electrical powers.

"Well, Mathew?" he asked with a great deal more menace than Fairchild could deliver, that was for sure.

"Heh, heh, *cough*, hah hah hah!" he laughed amidst his choking. "Not bad children. Not bad at all. But even if I—*hrk!*—agree to your terms, what's to stop me from destroying you before I leave?"

Almost in reply to the question, the top half of the base right next to them exploded with almost concussive force, knocking most of the planes out of the air! The only thing that saved them from the blast was that it was primarily directed up and outward while they were near the base and at ground level. So while they felt it, they weren't in danger from dying from the explosion itself. No, it was the falling debris that was the real danger.

"This," Wizard finally replied, disappearing with Bliss, leaving her up on the cliff, directly under the falling debris. By the time he'd fully processed what position Potter hat put him into, Threshold noticed all but Caitlin, who was still choking him (yes, despite the explosion), had disappeared the same way Potter kept disappearing and reappearing.

"Let him go, Kat. We're done with him," Harry whispered to the girl, appearing by her side. Nodding, slowly, reluctantly, she let the psychopath go and they both vanished an eye-blink later. Not that Callahan cared, he was too busy saving his baby sister. Again!

_Aftermath_

Hours later, the fires had finally quit burning. The team were standing together, huddled against the soldiers that were still swarming the area. At least they weren't Keepers, and plus, they answered to the man they'd met a few weeks back, Colonel John Lynch. That still made them IO, but they weren't trying to capture or put them all in restraints or control collars, so they kept their cool.

"What's going to happen to us, Mister Lynch?" Caitlin asked the Colonel as the cleanup wrapped up. "Can we resign? Can't we just drop out?"

"Oh Caitlin," he sighed, "If you only knew. The IO doesn't accept resignations. Your father learned that the hard way. However, I have a proposal to make. You kids are special now. You have powers you've barely begun to understand. You have the potential to use those powers to make positive changes in our very imperfect world. I'd like to show you how to harness those powers. I'd like us to work together."

"Ah, no offense but I just want to go home!" Roxy whined. "And I'm desperate for a cigarette."

"Sounds cool!" Grunge said, putting on a pair of shades. "I kinda like this superhero stuff!"

"Yeah, I don't know, I don't think I'm really cut out to be a superhero," Bobby said morosely.

"I'm with Roxy, I just want to go home," Sarah said with a shrug. "At least, for now."

"Oh, gosh, I haven't called home in months!" Caitlin gasped. Everybody laughed at that.

"What about you, Mister Potter?" Lynch asked the quiet one of the group.

Harry looked up at the scarred man and considered his answer. While considering, he looked each of his friends, his teammates in the face. He looked back at the IO Colonel and gave him his answer.

END (5 of 5)


End file.
